Golden Reign Provides Warrant Incentive Program
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May 15, 2015 NEWS RELEASE - #15-3 TSX- V: GRR
GOLDEN REIGN PROVIDES WARRANT INCENTIVE PROGRAM
Golden Reign Resources Ltd. (TSX-V: GRR) (the “Company” or “Golden Reign”) is pleased to announce that it has received TSX Venture Exchange (the “Exchange”) approval to offer a warrant incentive program (the “Program”) to amend the exercise terms for up to 20,132,666 of its outstanding unlisted common share purchase warrants (the “Warrants”). The Warrants, each of which is currently exercisable to purchase one common share of the Company at $0.25 per share, were originally issued by the Company as part of nonbrokered unit private placement financings completed in June 2013 and December 2013 (the “Private Placements”).
Under the Program, Warrant holders may elect to pay $0.05 per Warrant in order to extend the expiry date of the Warrant to December 31, 2017 and reduce the exercise price to $0.05 per share for a period of 12 months or $0.10 per share thereafter until expiry of the term.
The Warrants will be subject to an accelerated expiry clause whereby during the unexpired term of the warrants:
- if the closing price of the Company’s shares is $0.12 or greater for a period of 10 consecutive trading days during the first 12 months or
- from the 13th month through to the December 31, 2017 expiry date, the closing price of the Company’s shares is $0.18 or greater for a period of 10 consecutive trading days
the expiry period will be reduced to 30 days, with the reduced exercise period of 30 days beginning no more than 7 calendar days after the tenth premium trading day (per Exchange Policy 4.1).
For Warrant holders that do not elect to amend their Warrants in accordance with the terms of the Program, their Warrants will continue to be exercisable in accordance with the original terms.
The Company currently has an aggregate of 21,694,976 Warrants issued and outstanding pertaining to the Private Placements, of which only 20,132,666 Warrants are eligible for amendment, pursuant to the policies of the Exchange. A total of 283,035 Warrants issued as finders' warrants under the Private Placements are not eligible for amendment. Further, 1,279,275 Warrants held by Insiders of the Company are not eligible for amendment as, pursuant to Exchange policies, the number of the Warrants, as amended, that may be exercised on a pro rata basis by Insiders is limited to no more than 10%.
The Program provides the Company with the opportunity to raise funds without conducting a new equity financing which would cause significant dilution to the existing shareholders. The Warrant exercise proceeds are intended to be spent on advancing exploration of the Company's properties in Nicaragua and for general working capital purposes.
The Program is subject to approval by Warrant holders and final acceptance by the Exchange.
On behalf of the Board,
“Kim Evans”
Kim Evans, CGA President & CEO
About Golden Reign:
Golden Reign Resources Ltd. is a publicly listed (TSX-V: GRR) mineral exploration company engaged in exploring the San Albino-Murra Property and the El Jicaro Property, both of which are located in Nueva Segovia, Nicaragua.
The Company’s prime objective is to bring its high-grade San Albino Gold Deposit into production quickly and efficiently, building cash flow to further advance a number of its other highly prospective exploration targets.
The Company’s land package comprises 13,771 hectares (138 km2) of highly prospective ground. Hundreds of historical mines and workings exist within the Corona de Oro Gold Belt, which is approximately 3 kilometres wide by 23 kilometres long and spans the entirety of the Company’s land package.
For additional information please visit our website at www.goldenreign.com and SEDAR www.sedar.com. You may also follow us on Facebook, Twitter, and LinkedIn.
Forward-Looking Statements: Some of the statements contained herein may be forward-looking statements which involve known and unknown risks and uncertainties. Such forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward- looking statements, including, without limitation, risks and uncertainties relating to political risks involving the Company’s exploration and development of mineral properties interests, the inherent uncertainty of cost estimates and the potential for unexpected costs and expenses, potential mineral recovery processes and rates, commodity price fluctuations, the inability or failure to obtain adequate financing on a timely basis and other risks and uncertainties. Such information contained herein represents management’s best judgment as of the date hereof, based on information currently available.
Neither the 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.