VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 08/29/13 -- Cream Minerals Ltd. (TSX VENTURE: CMA)(OTCQB: CRMXF)(FRANKFURT: DFL) ("Cream" or the "Company") announces that Cream has agreed not to proceed with the sale of the Company's Nuevo Milenio Silver-Gold Property as previously announced on July 22, 2013. The Company's Board proposes a corporate reorganization consisting of the following:
-- The consolidation of all of Cream's outstanding common shares on a ten (10) for one (1) basis (the "Share Consolidation") (All numerical references in this News Release to the common shares of Cream shall hereinafter refer to the common shares of Cream on a post-Share Consolidation basis);-- Concurrent with the Share Consolidation, completion of a non-brokered private placement of up to 10,000,000 units ("Units") at a price of $0.10 per Unit for gross proceeds of up to $1,000,000 (the "Private Placement"), of which 6,000,000 Units (for gross proceeds of $600,000) shall be the minimum offering. Mr. Frank Lang, former Chairman and a shareholder of the Company who presently holds approximately 17.1% of the issued and outstanding common shares of the Company, has agreed to subscribe or arrange for the subscription of the minimum offering of $600,000 of the Private Placement, subject to obtaining shareholder and regulatory approvals as described below;-- Each Unit will be comprised of one common share of the Company and one common share purchase warrant ("Warrant"), each Warrant entitling the holder thereof to purchase one additional common share of the Company at a price of $0.25 for a term of two years after the closing of the Private Placement;-- The Company will change its name to "Agave Silver Corp.", or such other name as the TSX Venture Exchange (the "TSX-V") may accept (the "Name Change");-- In connection with the proposed Private Placement and Name Change, the Company's Board will be restructured. Michael O'Connor, Christopher Hebb, Gerald Feldman, Robin Merrifield and Dwayne Melrose will not stand for re-election at the next annual shareholders' meeting, and Benjamin Ainsworth and Darryl Drummond will stand for election as new directors. Ronald Lang will seek re-election as a director;-- Following restructuring of the Board, Michael O'Connor will resign as President and CEO of the Company, Ronald Lang will be appointed as new President and CEO and Darryl Drummond will act as lead director in accordance with Canadian securities law best practices. Angela Yap, CFO, will remain with the Company.
The Company has called an annual general and special shareholders meeting to be held on September 27, 2013 (the "Shareholders' Meeting") to, among other things, restructure the Board. The record date to determine shareholders entitled to receive notice of and vote at the Shareholders' Meeting has been set as August 29, 2013.
Frank Lang's subscription of up to 6,000,000 Units, together with the common shares of the Company that he currently holds, would result in Mr. Lang holding more than 20% of the post-consolidated outstanding common shares of the Company. In accordance with the TSX-V's policies, this will constitute a creation of a new "Control Person", and will require the approval of the majority of the disinterested shareholders of the Company. Accordingly, at the Shareholders' Meeting, the disinterested shareholders of Cream will also be asked to approve Mr. Lang's participation of up to 6,000,000 Units in the Private Placement.