Celestial Classic Limited Acquired Units of New Era Mineral Inc.
TORONTO, Nov. 20, 2018 - Celestial Classic Limited (“CCL”) announces that it has acquired 2,561,475 Units of New Era Minerals Inc. (“New Era” or the “Company”) through a private placement (the “Private Placement”) at a price of CAD$0.08 per Unit for CAD$204,918. Each Unit consists of one common share (a “Common Share”) and one common share purchase warrant (a “Warrant”). Each Warrant entitles CCL to acquire one additional Common Share of New Era at a price of CAD$0.08 per share for a period of five years from the date of issue. New Era has the right to accelerate the expiry of the Warrants on 30 days’ written notice if, following 4 months and one day from the issuance of the Warrants, the volume weighted average price of the Common Shares on the TSX Venture Exchange for any period of twenty (20) consecutive trading days exceeds CAD$0.20 per Common Share. In accordance with the requirements of the TSX Venture Exchange, the terms of the Warrants provide that, without disinterested shareholder approval, the holder may not exercise the Warrants to the extent that, following exercise, the holder would own or control, directly or indirectly, 20% or more of the outstanding Common Shares of New Era. Disinterested shareholder approval will be sought at the Company’s annual meeting of shareholders to be held on December 11, 2018.
Prior to the Private Placement, CCL owned directly 11,597,699 Common Shares, representing approximately 11.5% of the issued and outstanding Common Shares of the Company (or 20.6% on a partially diluted basis assuming the exercise of all of the warrants owned by it). Following the Private Placement, CCL now directly owns 14,159,174 Common Shares, representing approximately 13.7% of the issued and outstanding Common Shares of the Company (or 24.1% on a partially diluted basis assuming the exercise of all of the warrants owned by it).
CCL acquired the Units for investment purposes and may, depending on the market and other conditions, increase or decrease its beneficial ownership of securities of New Era, whether in the open market, by privately negotiated agreements or otherwise, subject to general market conditions and other available investment and business opportunities.
This press release is issued in connection with the filing of an early warning report by CCL pursuant to the requirements of National Instrument 62-103 – The Early Warning System and Related Take-Over Bids and Insider Reporting Issues. To obtain a copy of the Early Warning Report filed by CCL, please refer to New Era’s SEDAR profile at www.sedar.com.
For additional information please contact:
Vicky Gao, Corporate Secretary
gaoweishan@nemnemnem.com