TORONTO,
May 8, 2014 /CNW/ - ACME Resources
Corp. (NEX Board: ACY.H) ("Acme"), a capital pool company, and
Forrester Resources Corp., a private exploration and development
company ("Forrester" or the "Company"), are pleased to announce
further developments in connection with their proposed business
combination, which will be ACME's qualifying transaction (the
"Proposed QT") pursuant to the policies of the TSX Venture Exchange
(the "Exchange"). For a detailed description of the Proposed QT,
please see previous announcements, which are available on SEDAR at
www.sedar.com under Acme and on the Company's website at
www.forresterresources.com.
A filing statement in respect of the Proposed QT
will be prepared and filed in accordance with Policy 2.4 of the
Exchange on SEDAR at www.sedar.com no less than 7 business days
prior to the closing of the Proposed QT. A press release will be
issued once the filing statement has been filed as required
pursuant to Exchange policies.
Concurrent Financing
ACME and Forrester are pleased to announce that
Forrester has entered into an engagement letter with Euro Pacific
Canada Inc. ("Europac" or the "Agent") in connection with a
contemplated best-efforts private placement of units of Forrester
(the "Units") for minimum gross proceeds of $1 million and maximum gross proceeds of
$1.5 million at a price of
$0.20 per Unit (the "Financing").
Each Unit will consist of one Forrester common share (each a
"Forrester Share") and one-half common share purchase warrant (each
a "Forrester Warrant"), with each whole Forrester Warrant entitling
the holder to purchase one Forrester
Share at a price of $0.25 for
a period of 36 months.
The Financing will be completed concurrently
with the Proposed QT.
The Agent will receive a cash commission of 6%
of the gross proceeds from sales pursuant to the Financing to
subscribers who are placed by the Agent and 1.2% of the gross
proceeds from sales to the subscribers not placed by the Agent as a
book runner fee. The Agent will also receive broker's warrants (the
"Broker's Warrants"). In the case of Units sold to subscribers
placed by Europac, the Agent will receive the Broker's Warrants to
purchase that number of Units equal to 6% of the total number of
Units sold pursuant to the Financing. In the case of the Units sold
to subscribers not placed by the Agent, the Agent will receive a
number of the Broker's Warrants equal to 1.2% of the number of
Units sold pursuant to the Financing. The Broker's Warrants will be
on the same terms as the Units.
The net proceeds raised through the Financing
will be used for the advancement of Forrester's Las Princesas
property ("Las Princesas" or the "Project") in Northern Peru and general working capital
purposes.
Upon completion of the Proposed QT, the
Forrester Shares and the Forrester Warrants (including the Broker's
Warrants) will be exchanged for Common Shares and Common Share
Purchase Warrants of Acme, on the basis of one Common Share will be
exchanged into one and one-half (1.5) common shares of ACME (each,
an "Acme Share") and each Warrant will be exchanged into one and
one-half (1.5) common share purchase warrants of ACME (each, an
"ACME Warrant"), pursuant to the Proposed QT.
It is expected that prior to the completion of
the Proposed QT, ACME will change its name to "Forrester Resources
Corp." ACME will be seeking a shareholder approval of the name
change at the annual and special meeting of the shareholders to be
held on July 3, 2014.
Project Update
Forrester has received an additional 12 month
extension from Vena Resources Ltd. ("Vena") to satisfy the first
option conditions by December 13,
2015, which will earn Forrester a 51% interest into Las
Princesas. The Project is owned by a Peruvian subsidiary of Vena
called Compania Minera Aurifera del Norte
S.A.C. ("Minera Aurifera"). Pursuant to a mining option
agreement (the "Option Agreement"), with an effective date of
December 13, 2011 (the "Effective
Date"), Forrester has the right to acquire up to an 85% interest in
the share capital of Minera Aurifera, subject to fulfilling agreed
upon work programs during the four option periods.
For the first option extension, Forrester made a
payment of C$35,000 to Vena and
issued 630,000 Forrester Shares. Forrester will also pay Vena an
additional C$35,000 on or before the
date which is six months from the option extension date. The
remainder of terms of the Option Agreement have not been modified.
For a detailed description of the Option Agreement, please see the
announcement on October 16, 2013
available on SEDAR at www.sedar.com under Acme and on the Company's
website at www.forresterresources.com.
The Project is located in the Department of La
Libertad, Province of Santiago de
Chuco, in northern Peru,
between Barrick Gold Corporation's Lagunas Norte/Alto Chicama
property and the Quiruvilca mine, formerly owned by Pan American
Silver Corp. and now owned by Southern Peaks Mining L.P. Las
Princesas has a common border with the latter. The Quiruvilca mine
and concentrator plant are located in close proximity to Las
Princesas.
Upon completion of the Financing and the
Proposed QT, Forrester expects to complete a Phase 1 drill program
consisting of 3,000 metres of diamond drilling. The Company's
proposed program of exploration for Las Princesas also consists of
mapping, sampling, data compilation and the diamond drilling. The
drill program is expected to be conducted in two phases with the
second phase being conditional upon success in Phase one.
Information about Forrester Resources
Corp.:
Forrester is a private exploration and
development company. It is currently active in the country of
Peru and continually looking for
near-term production opportunities within the Americas primarily
focused on base metals and precious metals projects. Forrester's
key asset is Las Princesas located in the department of La
Libertad, province of Santiago de
Chuco, in northern Peru.
About ACME Resources Corp.
Acme is a NEX listed company and was formerly
classified as a Capital Pool Corporation as defined in the TSX
Venture Exchange Policy 2.4. ACME's principal business is the
identification and evaluation of assets or businesses with a view
to completing a Qualifying Transaction within the meaning of
Exchange policies.
In accordance with the Exchange policies, Acme's
common shares are currently halted from trading, and it is intended
that they will remain halted until completion of the Proposed
QT.
About Euro Pacific Canada Inc.
Euro Pacific Canada Inc. is a full service IIROC
registered brokerage firm headquartered in Toronto, with offices in Montreal, Vancouver and Tokyo,
Japan. The firm offers an integrated platform of economic
and equity research, institutional sales and trading, investment
banking and private client services.
Completion of the Transaction is subject to a
number of conditions, including but not limited to, the Exchange
acceptance and, if applicable pursuant to the Exchange
requirements, majority of the minority approval of the shareholders
of ACME. Where applicable, the Transaction cannot close until the
required shareholder approval is obtained. There can be no
assurance that the Transaction will be completed as proposed or at
all.
Investors are cautioned that, except as
disclosed in the management information circular or filing
statement to be prepared in connection with the Transaction, any
information released or received with respect to the Transaction
may not be accurate or complete and should not be relied upon.
Trading in the securities of a capital pool company should be
considered highly speculative.
The Exchange has in no way passed upon the
merits of the proposed Transaction and has neither approved nor
disapproved the contents of this press release. Neither the TSXV
nor its Regulation Services Provider (as that term is defined in
the policies of the TSXV) accepts responsibility for the adequacy
or accuracy of this release.
Forward-Looking Statements
This press release contains forward-looking
information within the meaning of Canadian securities laws. Such
information includes, without limitation, information regarding the
completion of the Proposed QT and the Financing, the ability of
Forrester to delineate new resources in proposed drilling programs
and the anticipated business plan of ACME subsequent to completion
of the Proposed QT. Although ACME and Forrester believe that such
information is reasonable, it can give no assurance that such
expectations will prove to be correct. ACME and Forrester expressly
disclaim any obligation to update any forward-looking statements
except as may be required by law.
Forward-looking information is typically
identified by words such as: believe, expect, anticipate, intend,
estimate, postulate and similar expressions, or are those, which,
by their nature, refer to future events. ACME and Forrester caution
investors that any forward-looking information provided by ACME and
Forrester are not guarantees of future results or performance, and
that actual results may differ materially from those in forward
looking information as a result of various factors, including, but
not limited to: ACME's and Forrester's ability to complete the
Proposed QT and the Financing; Forrester's ability to delineate new
resources in proposed drilling programs; the state of the financial
markets for ACME's equity securities; the state of the market for
gold or other minerals that may be produced generally by the
resulting issuer in the event the Proposed QT is completed; recent
market volatility; ACME's and Forrester's ability to raise the
necessary capital or to be fully able to implement its business
strategies; and other risks and factors that ACME and Forrester are
unaware of at this time. The reader is referred to ACME's most
recent annual and interim Management's Discussion and Analysis for
a more complete discussion of such risk factors and their potential
effects, copies of which may be accessed through ACME's page on
SEDAR at www.sedar.com.
SOURCE Forrester Resources Corp.
Image with caption: "Forrester Resources Inc. (CNW
Group/Forrester Resources Corp.)". Image available at:
http://photos.newswire.ca/images/download/20140508_C7323_PHOTO_EN_40109.jpg