/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
TORONTO, Oct. 1, 2018 /CNW/ - MillenMin Ventures Inc.
(TSX-V: MVM) ("MillenMin") announces that it has reached agreement
with the holders of its subscription receipts to amend the escrow
release conditions and to extend the deadline for releasing the
escrowed funds.
MillenMin issued 241,919,000 subscription receipts at a price of
$0.10 per subscription receipt for
gross proceeds of US$18,347,997 by
means of a private placement completed on July 7, 2017. The gross proceeds from the
subscription receipt offering have been held in escrow pending
satisfaction of certain escrow release conditions, including
receipt of Cuban regulatory approvals required in connection with
the acquisition of a 49% interest in a Cuban joint stock company
seeking to develop a golf resort in Cuba (the "Cuban Transaction").
As the Cuban regulatory approvals have not to date been obtained
and it remains uncertain when such approvals may be obtained,
MillenMin has determined to actively pursue other transactional
opportunities at the present time. Following the recommendations of
an independent committee of directors established by MillenMin's
Board of Directors to consider the matter, Millenmin has reached
agreement with the holders of its subscription receipts to remove
the completion of the Cuban Transaction as a condition for the
release of the escrowed proceeds. Instead, as an escrow release
condition, MillenMin will be required to complete a Change of
Business transaction ("COB") or a Reverse Takeover transaction
("RTO") in accordance with the requirements of and with the
approval of the TSX Venture Exchange. In addition, the deadline for
completing such a transaction has been extended from September 30, 2018 to March 29, 2019. If completion of such transaction
and satisfaction of the other escrow release conditions have not
been achieved by March 29, 2019, the
escrowed proceeds will be returned to the subscription receipt
holders and the subscription receipts will be cancelled.
An extraordinary meeting of the shareholders of MillenMin will
be called and held as soon as possible, and in any event prior to
March 29, 2019 and shareholders
(other than those with an interest in the transaction) will be
asked to approve and ratify the amendments to the terms of the
subscription receipts. Pending completion of the shareholder vote,
the subscription receipt holders and MillenMin have agreed that the
proceeds of the subscription receipt financing will continue to be
held in escrow.
Trading of the MillenMin shares remains halted on the TSX
Venture Exchange and it is expected that the trading halt will
continue until submissions to the TSX Venture Exchange for a COB or
RTO transaction have been completed to the satisfaction of the TSX
Venture Exchange or until it determines otherwise in its
discretion.
Additional Information
Additional information about
MillenMin is available to the public on SEDAR at www.sedar.com.
Completion of a COB or RTO Transaction will be subject to a
number of conditions, including but not limited to, contractual
conditions, TSX Venture Exchange acceptance, regulatory approvals
and shareholder approvals, as applicable. Any COB or RTO
transaction cannot close until any required shareholder approvals
and applicable regulatory approvals are obtained and contractual
conditions are met or waived. There can be no assurance that a
suitable transaction will be identified or will be completed as
proposed or at all. Investors are cautioned that, except as
disclosed in the management information circular or filing
statement to be prepared in connection with such transaction, any
information released or received with respect to the transaction
may not be accurate or complete and should not be relied upon.
Trading in the securities of MillenMin Ventures Inc. should be
considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the
merits of any proposed transaction and has neither approved
nor disapproved the contents of this news 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.
Forward-Looking Statements
This news release contains
forward-looking statements and information that are based on the
beliefs of management and reflect MillenMin's current expectations.
When used in this news release, the words "estimate", "project",
"belief", "anticipate", "intend", "expect", "plan", "predict",
"may" or "should" and the negative of these words or such
variations thereon or comparable terminology are intended to
identify forward-looking statements and information.
The forward-looking statements and information in this news
release includes information relating to the approval by
shareholders of the amendments to the terms of the subscription
receipts, the release from escrow of the proceeds of the offering
of subscription receipts and the completion of a COB or RTO
transaction and the receipt of all requisite approvals, including
the approval of the TSX Venture Exchange, in connection therewith.
The forward-looking statements and information is based on certain
assumptions, which could change materially in the future. Such
statements and information reflect the current view of MillenMin
with respect to risks and uncertainties that may cause actual
results to differ materially from those contemplated in those
forward-looking statements and information. By their nature,
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause MillenMin's actual
results, performance or achievements, or other future events, to be
materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements. Such factors include, among others, the risk that an
agreement to complete a COB or RTO transaction may not be entered
into, that such transaction may not be completed by MillenMin
prior to the escrow release deadline and that all necessary
approvals of directors, shareholders and regulators may not be
obtained in a timely manner or at all. When relying on MillenMin's
forward-looking statements and information to make decisions,
investors and others should carefully consider the foregoing
factors and other uncertainties and potential events. MillenMin has
assumed a certain progression, which may not be realized. It has
also assumed that the material factors referred to above will not
cause such forward-looking statements and information to differ
materially from actual results or events. However, the list of
these factors is not exhaustive and is subject to change and there
can be no assurance that such assumptions will reflect the actual
outcome of such items or factors.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE
REPRESENTS THE EXPECTATIONS OF MILLENMIN AS OF THE DATE OF THIS
NEWS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH
DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING
INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY
OTHER DATE. WHILE MILLENMIN MAY ELECT TO, IT DOES NOT UNDERTAKE TO
UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED
IN ACCORDANCE WITH APPLICABLE LAWS.
SOURCE MillenMin Ventures Inc.
