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Hunt Mining Corp. Announces Proposed Reverse-Takeover Transaction With Patagonia Gold Plc

VANCOUVER, British Columbia, May 30, 2019 (GLOBE NEWSWIRE) -- Hunt Mining Corp. ("Hunt") (TSX VENTURE: "HMX" OTCQB: "HGLD") is pleased to announce that it has r

articlePatagonia Gold CorpMay 30, 20193/company/patagonia-gold-corp/news/hunt-mining-corp-announces-proposed-reverse-takeover-transaction-with-patagonia-gold-plc
Hunt Mining Corp. Announces Proposed Reverse-Takeover Transaction With Patagonia Gold Plc

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[{"type":"text","content":" VANCOUVER, British Columbia, May 30, 2019 (GLOBE NEWSWIRE) -- Hunt Mining Corp. (\"Hunt\") (TSX VENTURE: \"HMX\" OTCQB: \"HGLD\") is pleased to announce that it has reached agreement with Patagonia Gold Plc (\"Patagonia\") on the terms of an arm’s length share exchange offer (the \"Offer\") by Hunt for the entire issued and to be issued ordinary share capital of Patagonia (the \"Proposed Transaction\"). Upon the closing of the Proposed Transaction, it is proposed that Hunt will become a Tier 2 Mining Issuer listed on the TSX Venture Exchange (the \"Exchange\") and will be renamed \"Patagonia Gold Corp.\" (the \"Resulting Issuer\"). The Resulting Issuer will carry on the business of Hunt and Patagonia and continue trading on the Exchange under the trading symbol \"PGDC\". Terms of the Transaction It is anticipated that the Offer is to be implemented by means of a court-sanctioned scheme of arrangement (the \"Scheme\") under Part 26 of the UK Companies Act 2006 (England and Wales), as amended, whereby the shareholders of Patagonia (the \"Patagonia Shareholders\") would, on completion of the Proposed Transaction, own 80% of the issued and outstanding capital of the Resulting Issuer. The Scheme will constitute a \"Reverse Take-Over\" of Hunt under the policies of the Exchange. The Proposed Transaction is an arm's length transaction. The Patagonia Shareholders will receive approximately 10.76 common shares in the capital of the Resulting Issuer in exchange for each ordinary share of Patagonia (the \"Patagonia Shares\") held by them (collectively, the \"Exchange Ratio\"). There are currently 63,588,798 common shares of Hunt (\"Hunt Shares\") issued and outstanding and 23,634,749 Patagonia Shares issued and outstanding. It is expected that on completion of the Scheme, the Resulting Issuer will have approximately 317,943,990 common shares issued and outstanding, of which 254,355,192 or 80% will be held by the Patagonia Shareholders.  In connection with the Proposed Transaction, all outstanding options of Hunt have been cancelled and all outstanding warrants of Hunt will be cancelled immediately following the date on which the Scheme becomes effective (the \"Effective Date\").  All outstanding options of Patagonia (which are all currently out-of-the money) will lapse to the extent they are not exercised 40 days after the ...

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