Southern Empire to Issue Shares to Eros Resources in Consideration of the Gold Assets
VANCOUVER, March 24, 2020 - Eros Resources Corp. (TSX-V: "ERC" "Eros" or the "Company") is pleased to provide an update on the status of the Qualifying Transaction of Owl Capital Corp., previously announced on April 24, 2019 and December 19th, 2019. Owl Capital Corp. has since changed its name to Southern Empire Resources Corp ("Southern Empire"; TSX-V: SMP).
Southern Empire Resources Corp. has closed its Capital Pool Company ("CPC") Qualifying Transaction by acquiring a 75% interest in the Oro Cruz Gold Project located in California, an 85% interest in the Eastgate Gold Project located in Nevada, USA and a 4.93% undiluted equity interest in Bullfrog Gold Corp. ("Bullfrog"), an exploration stage company listed on the Canadian Securities Exchange and OTC Markets, collectively, the "Gold Assets".
In consideration of the Gold Assets acquired Southern Empire will issue common shares to Eros as follows:
- 2,901,275 shares with respect to the acquisition of a 45% interest in the Eastgate Gold Project
- 8,545,000 shares with respect to the acquisition of an exclusive option to acquire a 37.5% interest in the Oro Cruz Gold Project;
- 2,856,665 shares with respect to the acquisition of 8,750,000 shares and 7,750,000 share purchase warrants in the capital of Bullfrog.
All of these shares will be subject to the escrow requirements set forth in TSX Venture Exchange Policy 5.4 – Escrow, Vendor Consideration and Resale Restrictions whereby 10% of the escrowed shares will be released on the initial listing date and 15% of the escrowed shares will be released each six month period thereafter.
Eros has further agreed to sell a total of 5,000,000 escrowed common shares of Southern Empire to unrelated individuals for cash consideration. The proceeds from this sale will be used to make tax advantaged investments in either flow-through shares or direct property interests in Canadian gold exploration properties. These purchases will be subject to TSX Venture Exchange Policy 5.4 – Escrow, Vendor Consideration and Resale Restrictions.
Eros Investment in Southern Empire
Eros, subsequent to the escrow share sale discussed above, holds 9,302,940 common shares, which represents an approximate 22% equity interest. These shares are held for investment purposes. The Company may increase or decrease its position as circumstances require. This fits the Company's objectives of increasing the Company focus in Canadian Resource opportunities.
On Behalf of the Board of Directors of Eros Resources Corp.
Ronald K. Netolitzky
President & CEO
Cautionary Notice on Forward-Looking Statements Information set forth in this news release contains forward-looking statements that are based on assumptions as of the date of this news release. These statements reflect management's current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. Southern Empire cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond Southern empire's control.
Such factors include, among other things: risks and uncertainties relating to Southern Empire's limited operating history and the need to comply with environmental and governmental regulations. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, Southern Empire undertakes no obligation to publicly update or revise forward-looking information.
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.
SOURCE Eros Resources Corp.
Eros Resources Corp., Suite 420 - 789 West Pender Street, Vancouver, British Columbia, Canada, V6C 1H2, T: 604-688-8115, w: www.erosresourcescorp.com; Lubica Keighery, VP Corporate Development, c: 778-889-5476