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Panorama Resources Ltd. announces terms of Ethiopian Potash Corp.’s concurrent private placement financing and update on proposed reverse takeover
Panorama Resources Ltd. announces terms of Ethiopian Potash Corp.’s concurrent private placement financing and update on proposed reverse takeover.
About this update from Agriminco Corp
[{"type":"text","content":"Panorama Resources Ltd. (TSXV:PRA) (“Panorama” or the “Company”), is pleased to announce the terms of Ethiopian Potash Corp.’s (“EPC”) private placement of subscription receipts, to be completed prior to and as a condition to the completion of the proposed amalgamation of Panorama and EPC (the “Amalgamation”), as previously announced in the Company’s press release dated October 26, 2010.The Company has set Friday, February 25, 2011 as the date of its special meeting of shareholders to consider the Amalgamation and related transactions. A management information circular detailing the transaction and matters for shareholder consideration will be mailed next week.The Amalgamation and related transactions remain subject to the receipt of all applicable shareholder and regulatory approvals.EPC’s Private PlacementEPC has entered into an engagement letter with BayFront Capital Partners Inc. pursuant to which EPC proposes to complete a brokered private placement (the “EPC Private Placement”) of subscription receipts of EPC for gross proceeds of up to $11 million to EPC. Each subscription receipt being offered at a price of $0.50 will be convertible into one unit of EPC (“EPC Unit”), as detailed below. The EPC Private Placement is expected to be completed next week, and in any event, prior to and as a condition to the completion of the Amalgamation.Gross proceeds from the EPC Private Placement will be deposited with and held in escrow by the subscription receipt agent until the satisfaction of certain release conditions (“Escrow Release Conditions”), including the receipt of all regulatory approvals required to complete the Amalgamation.Following the satisfaction or waiver of the Escrow Release Conditions, each EPC subscription receipt will entitle the holder thereof to receive, automatically and without payment of additional consideration, one EPC Unit. Each EPC Unit will be comprised of one EPC common share (“EPC Common Share”) and one EPC common share purchase warrant (“EPC Warrant”) entitling the holder thereof to acquire one EPC Common Share at an exercise price of $0.75 for a period of 18 months from the date of the satisfaction of the Escrow Release Conditions.Upon completion of the Amalgamation, ...