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Damon Capital Corp. and Arizona Silver Corporation Announce Signing of Share Exchange Agreement and Terms of Financing

VANCOUVER, BC / ACCESSWIRE / October 12, 2016 / Damon Capital Corp. ( NEX : DAM .H ) ...

articleArizona Gold & Silver Inc.October 12, 20163/company/arizona-gold-and-silver/news/damon-capital-corp-and-arizona-silver-corporation-announce-signing-of-share-exchange-agreement-and-terms-of-financing
Damon Capital Corp. and Arizona Silver Corporation Announce Signing of Share Exchange Agreement and Terms of Financing

About this update from Arizona Gold & Silver Inc.

[{"type":"text","content":"Damon Capital Corp. and Arizona Silver Corporation Announce Signing of Share Exchange Agreement and Terms of FinancingVANCOUVER, BC / ACCESSWIRE / October 12, 2016 / Damon Capital Corp. (NEX: DAM.H) (\"Damon\" or the \"Company\") and Arizona Silver Corporation (\"Arizona Silver\") are pleased to announce that, further to the Company's news release dated August 26, 2016 (the \"August 26 News Release\"), they have entered into a binding share exchange agreement (the \"Agreement\") dated October 7, 2016 with Arizona Silver's shareholders, whereby Damon will acquire all of the issued and outstanding shares of Arizona Silver (the \"Arizona Shares\") in exchange for the issuance of 5,587,700 shares in the capital stock of Damon (the \"Damon Shares\") to the shareholders of Arizona Silver. The acquisition of Arizona Silver (the \"Acquisition\") will constitute Damon's Qualifying Transaction as such term is defined in the policies of the TSX Venture Exchange (the \"Exchange\"). A copy of the Agreement was filed on SEDAR at www.sedar.com on October 11, 2016 under Damon's profile.\nThe Damon Shares to be issued to the Arizona Silver shareholders under the Acquisition will be subject to any restrictions on resale, including escrow restrictions, in accordance with applicable laws and as may be imposed by the Exchange. More detailed disclosure regarding the Acquisition is contained in the August 26 News Release and will be contained in the Company's filing statement to be filed with the Exchange and made available on SEDAR at www.sedar.com under the Company's profile.\nAs disclosed in the August 26 News Release, it is a condition to closing of the Acquisition that Damon carry out a non-brokered private placement to raise minimum gross proceeds of C$750,000. In this regard, Damon has received subscriptions for 8,964,970 common shares of Damon at an issue price of C$0.10 on a private placement basis (for gross proceeds of $896,497) and has applied to the Exchange for the approval of same (the \"Financing\"). Certain insiders of the Company are expected to participate in the Financing. Such participation would be considered to be a \"related party transaction\" as defined under Multilateral Instrument 61-101 (\"MI 61-101\"). The transaction will be exempt from the formal valuation and minority shareholder approval requirements under MI 61-101.\...

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