ENP Newswire -
Release date- 11072014 -
The Offering consisted of the sale of 3,750,000 special warrants (each, a 'Special Warrant') at
Each Warrant shall be exercisable into one Common Share a price of
Each post-consolidated Special Warrant shall be automatically exercised for an underlying Unit upon satisfaction of the following conditions (collectively, the 'Exercise Conditions'):
the completion of a consolidation of the outstanding Common Shares of the Company on an up to 100 (old) for 1 (new) basis (the 'Consolidation');
receipt of approval of the TSX-V for the Offering and the Consolidation and
receipt of all regulatory approvals required for the Offering and the Consolidation.
The Company shall use reasonable efforts to satisfy the Exercise Conditions. In the event that the Exercise Conditions are not satisfied on the date that is six (6) months from the closing date, the Special Warrants shall be redeemed at the Issue Price with interest at a rate of 10% per annum. In the event the Exercise Conditions are satisfied on or before the date that is six (6) months from the closing date of the Offering, the Special Warrants shall be deemed to be exercised for no further consideration at
The Company intends to use the net proceeds of the Offering for working capital purposes. All securities issued pursuant to the Offering, including any convertible securities, will be subject to a statutory four-month and one day hold period. The Company anticipates closing the second tranche of the Offering in late July. It is further anticipated that finder's fees may be paid to eligible finders in connection with the Offering.
Six insiders of the Company participated in the Offering, thereby making the Offering a 'related party transaction' as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ('MI 61-101').
It is anticipated that Mr.
The Offering was exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any Special Warrants issued to or the consideration paid by Messrs. Mars, Lees, Chim, Robertson, Freeman and Love exceeded 25% of the Company's market capitalization.
Sage is a mineral exploration and development company which has primary interests in near-term production and exploration properties in
This News Release includes certain 'forward-looking statements', which often, but not always, can be identified by the use of words such as 'believes', 'anticipates', 'expects', 'estimates', 'may', 'could', 'would', 'will', or 'plan'. These statements are based on information currently available to Sage and Sage provides no assurance that actual results will meet management's expectations.
Forward-looking statements include successful completion of the Offering, including receipt of regulatory approval, shareholder approval of the Common Share consolidation, satisfaction of the Exercise Condition, and estimates and statements with respect to Sage's future plans, objectives or goals, to the effect that Sage or management expects a stated condition or result to occur, including Sage's business, and financing plans.
Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties.
Actual results relating to, among other things, results of exploration, project development, reclamation and capital costs of Sage's mineral properties, and Sage's financial condition and prospects, could differ materially from those currently anticipated in such statements for many reasons such as: changes in general economic conditions and conditions in the financial markets; changes in demand and prices for minerals; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; technological and operational difficulties encountered in connection with Sage's activities and other matters discussed in this News Release and in filings made with securities regulators.
This list is not exhaustive of the factors that may affect any of Sage's forward-looking statements. These and other factors should be considered carefully and readers should not place undue reliance on Sage's forward-looking statements. Sage does not undertake to update any forward-looking statement that may be made from time to time by Sage or on its behalf, except in accordance with applicable securities laws.
President and C.E.O.
Most Popular Stories
- Americans Still Pessimistic Despite Economic Growth
- Bogdanovitch Delivers Laughs With 'She's Funny'
- Labor Day Travel Up, Gas Prices Down
- Nintendo Launching 'Amiibo' Toy-game Franchise
- U.K. Raises Terror Threat Level to 'Severe'
- Apple to Unveil New Items on Sept. 9
- Parra Joins Exclusive Club of Hispanic CEOs
- Canada, Russia Go to War (on Twitter)
- Axxis Solutions Appoints Benites as CEO
- Obama Puts Ukraine Violence on Russia