New Pacific Provides Update ON Transaction to Acquire 100% of a Private Bolivian Mining Company
NEWS RELEASE
Trading Symbol: TSX Venture: NUX.V
NEW PACIFIC PROVIDES UPDATE ON TRANSACTION TO ACQUIRE 100% OF A PRIVATE BOLIVIAN
MINING COMPANY
NOT FOR DISSEMINATION IN THE UNITED STATES OR TO U.S. NEWSWIRE SERVICES
VANCOUVER, BRITISH COLUMBIA – June 7, 2017: New Pacific Holdings Corp. (“New
Pacific” or the “Company”) (TSXV: “NUX”) today provided an update on its plans to acquire
100% of a private Bolivian mining company. The Company on April 10, 2017 announced it had
signed a binding share purchase agreement dated March 28, 2017 (the “Agreement”) to acquire a
100% interest in Empre sa Minera Alcira S.A., (“Alcira”). As per the Agreement , the Company
has been actively carrying out a confirmation drilling program in Bolivia to twin three drill holes
drilled by Alcira in the past on its Silver Sand property . Assay results from the conf irmation
drilling program are still pending.
The Company has set a new date of June 30, 2017 as the date for a Special Shareholders meeting
at which shareholders will be asked to approve: (i) a change of the Company’s business from an
investment issue r engaged in investing in privately held and publicly traded corporations to a
mining issuer engaged in mineral exploration through the acquisition of Alcira; and, (ii) a change
of name of the Company from New Pacific Holdings Corp. back to New Pacific Met als Corp. A
Management Information Circular has been mailed to shareholders this week.
Additionally, the Company has filed on SEDAR a supporting National Instruction 43 -101
Technical Report on the Silver Sand Property. The Technical Report on the Silver Sand Property
was prepared by Donald J. Birak, an independent consultant geologist and Qualified Person as
defined under National Instrument 43-101.
Copies of both the Management Information Circular and the National Instruction 43-101
Technical Report have been filed on SEDAR and will also be made available on the Company’s
website.
It is anticipated that trading in the Company’s shares will remain halted until completion of the
Change of Business and the completion of the Agreement which is scheduled for July 26, 2017 ,
but trading resumption may resume earlier if an early closing occurs. Closing of the transaction
is subject to satisfactory confirmation drilling results, Special Shareholders meeting approval,
regulatory approval, and other conditions as set out in the Agreement.
Private Placement of Subscription Receipts
The Company intends to raise up to US$32 million to fund the acquisition, by completing a non-
brokered private placement (the “Private Placement”) of subscription receipts (the “Subscription
Receipts”), through the issuance of up to 40,000,000 Subscription Receipts at a price of US$0.80
per Subscription Receipt. The proceeds (the “Escrowed Funds”) of the private placement will be
placed in escrow to be held by Computershare Trust Company of Canada (the “Escrow Agent”),
as escrow agent.
The Escrow Agent will release the Escrowed Funds to the Company once the confirmation
drilling yields sa tisfactory results and New Pacific elects to complete the acquisition of Alcira.
Upon the release of the Escrowed Funds to the Company the Subscription Receipts will
automatically convert into common shares of the Company on a one to one basis. In the ev ent
that the confirmation drill results are not acceptable to New Pacific , the transaction shall not
proceed, the Escrowed Funds will be returned to the subscribers and the Subscription Receipts
will be cancelled.
It is anticipated that Silvercorp Metals Inc., a 16% shareholder in the Company , will subscribe
for 50% of the Private Placement (US$16 million).
Donald J. Birak, an independent consultant geologist and Qualified Person as defined under
National Instrument 43-101, has reviewed and approved the scientific and technical information
in this news release.
About New Pacific
New Pacific Holdings Corp. is a Canadian investment company with investment focus on
mineral resource industry. Silvercorp Metals Inc. (TSX /NYSE MKT: SVM), the largest primary
silver producer in China, is the major shareholder.
For further information, contact:
New Pacific Holdings Corp.,
Investor Relations
Phone: (604) 633-1368
Fax: (604) 669-9387
www.newpacificholdings.ca
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
Certain of the statements and information in this press release constitute “forward -looking information” within the meaning of applicable
Canadian provincial securities laws. Any statements or information that express or involve discussions with respect to predictions, expectations,
beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or p hrases such as
“expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”, “estimates”, “ assumes”, “intends”, “strategies”, “targets”, “goals”,
“forecasts”, “objectives”, “budgets”, “schedules”, “potential” or variations thereof or stating that certain actions, events or results “may”,
“could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not
statements of historical fact and may be forward -looking statements or information. Forward -looking statements or information relate to,
among other things: : the completion o f the Private Placement; seeking shareholder approval of the acquisition of the Target Company; that
trading in the Company’s shares will remain halted until completion of the Change of Business; that Silvercorp Metals Inc. wi ll subscribe for a
portion of the Private Placement; the conversion of the Subscription Receipts to common shares of the Company; the assembling of a Boliv ian
drilling team; completion of the confirmation drilling; the acquisition by the Company of the Target Company pursuant to the terms of the
Agreement; and the implementation of the drilling program by the common standards of the best practices best practices of industry..
Forward-looking statements or information are subject to a variety of known and unknown risks, uncertainties an d other factors that could
cause actual events or results to differ from those reflected in the forward-looking statements or information, including, without limitation, risks
relating to: : the receipt of necessary competition, regulatory and third party approvals for the acquisition of the Target Company including the
approval of the TSX Venture Exchange and the shareholders of the Company; the ability of the Company to finance the acquisition of the Target
Company; the inability or failure of the Compan y and the Vendors to satisfy the conditions to the completion of the acquisition of the Target
Company; the ability of the Company to integrate the Target Company into the Company’s existing operations; the devotion of management
time and resources requir ed to complete the acquisition of the Target Company; current global financial conditions; receipt of the approval of
the TSX Venture Exchange to the Private Placement; the ability of the Company to find suitable investors for the Private Plac ement; the
satisfaction of the escrow release conditions for the conversion of the Subscription Receipts into common shares of the Company; the availability
of a Bolivian drilling team and the ability to complete the confirmation drilling within the time permitted unde r the Agreement; the possibility
that the confirmation drilling and future exploration results will not be consistent with the Company’s expectations; the ab ility of Company to
obtain the necessary permits and consents required to complete the confirmati on drilling; operating in Bolivia including possible expropriation
or nationalization without adequate compensation, changing political and fiscal regimes, and economic and regulatory instability, unanticipated
changes to royalty and tax regulations, unrel iable or undeveloped infrastructure, labour unrest and labour scarcity, difficulty obtaining key
equipment and components for equipment, regulati ons and restrictions with respect to imports and exports; high rates of inflation, extreme
fluctuations in currency exchange rates and the imposition of currency controls, the possible unilateral cancellation or forced re ‐negotiation of
contracts, and unce rtainty regarding enforceability of contractual rights, inability to obtain fair dispute resolution or judicial determinations
because of bias, corruption or abuse of power, difficulties enforcing judgments generally, and in particular those obtained i n Canadian courts
against assets located outside of those jurisdictions, difficulty understanding and complying with the regulatory and legal framework respecting
the ownership and maintenance of mineral properties, mines and mining operations, and with respect to permitting, local oppos ition to mine
development projects, which include the potential for violence, property damage and frivolous or vexatious claims, violence and more prevalent
or stronger organized crime groups; terrorism and hostage taking, military repression and increased likelihood of internation al conflicts or
aggression, and increased public health c oncerns; fluctuating commodity prices; calculation of resources, reserves and mineralization and
precious and base metal recovery; interpretations and assumptions of mineral resource and mineral reserve estimates; explorat ion and
development programs; fea sibility and engineering reports; title to properties; property interests; joint venture partners; acquisition of
commercially mineable mineral rights; economic factors affecting the Company; timing, estimated amount, capital and operating expenditures
and economic returns of future production; competition; operations and political conditions; environmental risks; insurance; risks and hazards of
mining operations; key personnel; conflicts of interest; and dependence on management..
This list is not exhaus tive of the factors that may affect any of the Company’s forward -looking statements or information. Forward -looking
statements or information are statements about the future and are inherently uncertain, and actual achievements of the Compan y or other
future events or conditions may differ materially from those reflected in the forward-looking statements or information due to a variety of risks,
uncertainties and other factors, including, without limitation, those referred to in the Company’s Annual Informa tion Form for the year ended
June 30, 201 6 under the heading “Risk Factors”. Although the Company has attempted to identify important factors that could cause actual
results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described or intended. Accordingly,
readers should not place undue reliance on forward-looking statements or information.
The Company’s forward-looking statements and information are based on the assumptions, beliefs, expectations a nd opinions of management
as of the date of this press release, and other than as required by applicable securities laws, the Company does not assume a ny obligation to
update forward-looking statements and information if circumstances or management’s assum ptions, beliefs, expectations or opinions should
change, or changes in any other events affecting such statements or information. For the reasons set forth above, investors s hould not place
undue reliance on forward-looking statements and information.
Completion of the transaction is subject to a number of conditions including TSX Venture Exchange
acceptance and Special Shareholders meeting approval. The transaction cannot close until the required
Special Shareholders meeting approval is obtained. The re can be no assurance that the transaction
will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Management Information Circular prepared in
connection with the transaction, any information released or received with respect to the Change of
Business may not be accurate or complete and should not be relied upon. Trading in the securities of
New Pacific should be considered highly speculative. The TSX Venture Exchange has in no way passed
upon the merits of the proposed transaction and has neither approved nor disapproved the contents of
this press release.