Vancouver, British Columbia – Altan Nevada Minerals Limited (fka “VLM Ventures Ltd.”) (“VLM”)(TSX VENTURE: VVL.P), a former Capital Pool Company (“CPC”) trading on the TSX Venture Exchange (the “Exchange”), is pleased to announce the closing on December 15, 2011 of its previously announced Qualifying Transaction, consisting of the acquisition of all of the issued and outstanding securities of Altan Nevada Minerals Limited, a privately held company incorporated under the Business Corporations Act (“Altan NV”) (see the Corporation’s press release dated June 22, 2011 (“June Release”) and its Filing Statement dated October 31, 2011 for further details) and the completion of a concurrent brokered private placement by the Corporation for aggregate gross proceeds of $1 million (the “Financing”).
Name Change and Share Consolidation
As set out in the June Release and Filing Statement, immediately prior to effecting the Qualifying Transaction, the Corporation effected a consolidation of its issued and outstanding common shares on a one (1) new for two point five (2.5) old basis as well as a name change to “Altan Nevada Minerals Limited.” Shareholder approval for the consolidation was obtained at the annual general and special meeting of shareholders of the Corporation held on August 19, 2011. The name change and the consolidation took effect on December 15, 2011.
Resumption of Trading
The TSX Venture Exchange (“Exchange”) granted conditional approval on November 9, 2011 to the listing of the common shares of the Corporation resulting from the Qualifying Transaction, subject to receipt of final submission documents. Pending satisfactory review of such final materials by the Exchange, it is expected that the common shares of the Corporation will commence trading under the new symbol “ANE” one day after the publication by the Exchange of its final listing Bulletin which is expected to occur early next week.
In connection with the completion of the Qualifying Transaction, the Corporation has completed a threecornered
amalgamation (the “Amalgamation”) between its wholly-owned subsidiary 0912570 B.C. Ltd. and Altan NV, and has issued an aggregate of 32,500,000 common shares and 8,633,293 common share purchase warrants to the former holders of Altan NV securities. For a complete summary of such securities and their principal terms, please refer to the Corporation’s Filing Statement dated October 31, 2011, a copy of which can be accessed via the Corporation’s corporate profile at ww.sedar.com.
In conjunction with the Qualifying Transaction, the Corporation has completed a brokered private placement of 2,500,000 units of the Corporation (each, a “Unit”) at a price of $0.40 per Unit for gross total proceeds of $1,000,000. Haywood Securities Inc. acted as the agent (the “Agent”). Each Unit was comprised of one common share and one-half of one common share purchase warrant (the “Warrant”). Each whole Warrant entitles the holder to acquire one common share at the exercise price of $0.50 for a period of two years from the date of closing (December 15, 2013). The Warrants are subject to an accelerated expiry provision whereby should the shares of the Corporation trade on the Exchange at a volume weighted average price in excess of $0.80 over a period of 30 consecutive trading days, the Warrants will expire 30 days following the date that notice of such event is given to the warrantholders.
The Agent’s compensation was paid by way of a cash commission of 7% of the gross proceeds of the Financing and 175,000 agent’s warrants. Each agent’s warrant entitles the holder to purchase one additional common share of the Corporation at a price of $0.50 for a period of two years from the date of closing (December 15, 2013). A corporate finance fee consisting of 50,000 common shares was also paid to Haywood Securities Inc. The Corporation also reimbursed the Agent for reasonable fees and expenses incurred in connection with the private placement. The securities issued pursuant to the Financing and the Agent’s compensation are subject to four month hold periods expiring April 16, 2012.
After giving effect to the Qualifying Transaction (and having regard to the previously outstanding securities of the Corporation being, post-consolidation, an aggregate of 1,979,600 common shares), the total issued and outstanding capital of the Corporation consists of 37,029,600 common shares, 9,913,293 common share purchase warrants and 175,000 agent’s warrants. 16,833,633 of the foregoing shares are subject to a surplus security escrow agreement, whereby a 36-
month escrow period applies, with ten percent (10%) being releasable on receipt of final approval of the Exchange and fifteen percent (15%) being releasable every 6 months thereafter.
The foregoing escrowed securities are in addition to the escrowed securities that were deposited under a CPC escrow agreement at the time of completion of the Corporation’s initial public offering. A further 960,000 common shares are held under that agreement, with ten percent (10%) being releasable on receipt of final Exchange approval and fifteen percent (15%) being releasable every six months thereafter.
Appointment of New Directors and Officers
On closing the Amalgamation, the following individuals have been appointed as directors and officers of the Corporation: Evan C. Jones (President, Chief Executive Officer and a Director); Robert Scott (Chief Financial Officer and Corporate Secretary); Kelly Cluer (Vice-President, Exploration and a Director);
John L.C. Jones (Chairman and Director); Murray Seitz (Director); and Michael Doggett (Director).
About Altan Nevada
The Corporation is a mineral exploration company focused on exploring and developing mineral concessions located in Nevada. Altan NV brings to the Corporation five Nevada mineral exploration properties focused on gold and approximately $3 million cash. The Corporation’s primary focus over the 12 months following the Qualifying Transaction will be the Radar Project (the “Radar Project”) and Star Lake Gold Project (“Star Lake Project”), Nevada.
Details regarding the Radar Project and the Star Lake Project are available in the Filing Statement of the Corporation that was filed on October 31, 2011 and is available under the Corporation’s profile at www.sedar.com. The Corporation has also filed on SEDAR a technical report dated August 19, 2011, effective June 10, 2011 entitled “NI 43-101 Technical Report Radar Gold Exploration Project Mineral County Nevada” and a technical report dated August 19, 2011, effective June 10, 2011 entitled “NI 43-101 Technical Report Star Lake Gold Exploration Project Elko and Humboldt Counties Nevada, USA” both by Allan V. Moran, RG (Oregon), CPG (AIPG), of SRK Consulting, prepared for VLM. Mr. Moran is independent of the Corporation.
For further details regarding the Qualifying Transaction, including detailed profiles of the individuals that have been appointed officers and directors of the Corporation, readers are encouraged to make reference to the Filing Statement of the Corporation that was filed on October 31, 2011 and is available under the Corporation’s profile at www.sedar.com.
For further information, contact Kelly Earle, Corporate Communications Manager, at:
Telephone: (604) 639-5899 x 220.
Certain information in this press release may contain forward-looking statements. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. The Corporation assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward looking-statements unless and until required by securities laws applicable to the Corporation. Additional information identifying risks and uncertainties is contained in filings by the Corporation with Canadian securities regulators, which filings are available under the Corporation’s profile at www.sedar.com.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the Qualifying Transaction and has neither approved nor disapproved the contents of this press release. Neither 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).