"NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO
UNITED STATES NEWSWIRE SERVICES."
TSX-V Trading Symbol: HRC
VANCOUVER, June 13, 2014 /CNW/ - Helio Resource Corp.(TSX.V: HRC) ("Helio" or the "Company") is pleased to announce that, further to its news release of May 28,
2014, it has closed the first tranche of its non-brokered private
placement for proceeds of $2,955,000. The Company has issued 59,100,000 units (the "Units") at a price of $0.05 per Unit. Each Unit consists of one common share (a "Common Share") and one half of one(1/2) common share purchase warrant (each full warrant being a "Warrant"). Each Warrant entitles the holder to acquire one Common Share for a
period of two years expiring June 13, 2016, at a price of $0.10 per share. Commissions of 6% in cash ($118,800), and 6% in finders
units (2,376,000 units) of the Company (on terms similar to the Units),
were paid and issued on a portion of the first tranche of the
financing. All securities issued are subject to a hold period of four
months plus one day, expiring October 14, 2014. The Company is still
planning to raise an additional $1,050,000 in the second tranche of its
financing to raise a total of $4,005,000.
CE Mining Limited and Second Tranche of Financing
In the first tranche of the financing, CE Mining Limited ("CE Mining") subscribed for 19,000,000 Units for proceeds of $950,000. CE Mining
now owns, after completion of the first tranche of the financing,
39,000,000 shares or 19.79% of the issued and outstanding common shares
of the Company on a non-diluted basis (30.23% on a partially diluted
basis). CE Mining also proposes to acquire an additional 21,000,000
Units of the Company for proceeds of $1,050,000 in the second tranche
of the financing. It is expected that CE Mining will be the only placee
in the second tranche. CE Mining would then become a "Control Person"
under applicable securities legislation and, under the policies of the
TSX Venture Exchange, the Company is required to first seek
disinterested shareholder approval of an ordinary resolution of CE
Mining's proposed investment. Such approval will be sought at a Special
General Meeting of the shareholders of the Company set for July 25,
2014 (the "SGM"). CE Mining, as an interested party, would not be allowed to vote any
shares that it may own or control in relation to this resolution. CE
Mining will have certain limited rights to withdraw from any such
financing up to the date of the SGM.
Use of Proceeds
The proceeds from the private placement will be used for the advancement
of Helio's SMP Gold Project in the Lupa Goldfields of South West
Tanzania, and for general corporate working capital purposes.
U.S. Restrictions and MI 61-101 Matters
These securities being offered have not been, and will not be,
registered under the United States Securities Act of 1933, as amended
(the "U.S. Securities Act") and may not be offered or sold in the
United States or to, or for the benefit of, U.S. persons (as defined in
Regulation S under the U.S. Securities Act) absent U.S. registration or
an applicable exemption from the U.S. registration requirements. This
release does not constitute an offer for sale of securities in the
United States. CE Mining was, prior to completion of this financing, an
insider of the Company, and therefore, through its investment in the
first tranche of the private placement, completed a "related party"
transaction (as defined by Multilateral Instrument 61-101) with the
Company. The Company has filed its related material change report as
required under MI 61-101 less than 21 days before the date of the
closing of the first tranche of the financing, as several material
matters were uncertain and not ascertainable until at, or close to, the
closing of the first tranche of the financing. In the Company's opinion
the shorter period for the filing of the material change report was
unavoidable and reasonable and necessary in the circumstances.
ON BEHALF OF THE BOARD OF DIRECTORS
|"Richard D. Williams" || || || ||"Chris MacKenzie"|
|Richard D. Williams, P.Geo
|| || || ||Christopher J. MacKenzie, C.Geol.
|| || || ||
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
Certain statements contained in this news release may contain
forward-looking information within the meaning of Canadian securities
laws. Such forward-looking information is identified by words such as
"estimates", "intends", "expects", "believes", "may", "will" and
include, without limitation, statements regarding the company's plan of
business operations (including plans for progressing assets), estimates
regarding mineral resources, projections regarding mineralization and
projected expenditures. There can be no assurance that such statements
will prove to be accurate; actual results and future events could
differ materially from such statements. Factors that could cause actual
results to differ materially include, among others, metal prices, risks
inherent in the mining industry, financing risks, labour risks,
uncertainty of mineral resource estimates, equipment and supply risks,
title disputes, regulatory risks and environmental concerns. Most of
these factors are outside the control of the company. Investors are
cautioned not to put undue reliance on forward-looking information.
Except as otherwise required by applicable securities statutes or
regulation, the company expressly disclaims any intent or obligation to
update publicly forward-looking information, whether as a result of new
information, future events or otherwise.
SOURCE Helio Resource Corp.