TORONTO, Sept. 12, 2019 (GLOBE NEWSWIRE) -- In accordance with regulatory requirements, Mr. Jonathan Goodman announces that, in connection with the plan of arrangement effective as of September 11, 2019 (the “Arrangement”) involving Toachi Mining Inc. (“Toachi”) and Atico Mining Corporation (“Atico”), he and Metaform Investments Mining LP (“Metaform”), acting as joint actors with 1719178 Ontario Inc., have exchanged their aggregate 13,801,334 common shares in Toachi they owned or control, directly and indirectly, for 3,436,117 common shares of Atico based on a ratio of 0.24897 of a common share of Atico (“Atico Share”) for each common share of Toachi (“Toachi Share”) (the “Exchange ratio”).
Pursuant to the Arrangement, all of the outstanding options, convertible debentures and warrants of Toachi (collectively, the “Toachi Convertible Securities”) held by Mr. Goodman, Metaform or 1719178 Ontario Inc. will continue in accordance with their terms and, upon exercise or conversion of such Toachi Convertible Securities, such holders thereof will receive an aggregate of 2,017,106 Atico Shares based on the Exchange ratio.
The aggregate of 13,801,334 Toachi Shares disposed represented, immediately prior the Arrangement, 16.74% of the total issued and outstanding Toachi Shares on a non-diluted basis or 19.83% on a partly diluted basis if all of the Toachi Convertible Securities, subject to contractual limitations, were exercised or converted. As a result of the Arrangement, the acquiror ceased to own or control, directly and indirectly, Toachi Share and continued to own or control, directly and indirectly, the Toachi Convertible Securities in accordance with their terms.
The aggregate of 3,436,117 Atico Shares acquired by the acquiror pursuant to the Arrangement represents 2.89% of the total issued and outstanding Atico Shares of the Issuer on a non-diluted basis or 4.50% on a partly diluted basis if all of the Toachi Convertible Securities were exercised or converted.
Depending upon market conditions and other factors, the acquiror may, from time to time, acquire or dispose of additional securities of Atico, in the open market, by private agreement or otherwise, or acquire interests in or enter into related financial instruments involving a security of Atico.
For additional information, an early warning report will be filed on SEDAR and may be obtained by contacting Talia Shewchuk, 1 Adelaide Street East, Suite 2000, Toronto, Ontario M5C 2V9, Tel: (416) 365-2428.