Early Warning Report Filed Pursuant to Canada's National Instrument 62-103
Vancouver, British Columbia--(Newsfile Corp. - May 19, 2020) - This news release is issued by I-Pulse Inc. ("I-Pulse") pursuant to the early warning requirements of Canada's National Instrument 62-103 with respect to common shares of Cordoba Minerals Corp. ("Cordoba").
On May 15, 2020, Cordoba and I-Pulse's affiliate, High Power Exploration Inc. ("HPX") entered into a standby commitment agreement (the "Standby Agreement"), whereby HPX agreed that it will exercise its basic subscription privilege in Cordoba's rights offering transaction ("Rights Offering") (see Cordoba's news release dated May 15, 2019) to maintain its pro rata equity interest in Cordoba. In addition, if less than the maximum number of Cordoba common shares ("Cordoba Shares") that may be issued under the Rights Offering are subscribed for by other Cordoba shareholders (excluding those Cordoba Shares issued to JCHX Mining Management Co. Ltd. ("JCHX"), a Cordoba shareholder who controls 19.99% of Cordoba's outstanding shares, and have entered into their own commitment agreement with Cordoba to exercise their own basic subscription privilege to maintain their 19.99% interest in Cordoba at the conclusion of the Rights Offering), HPX will purchase such number of Cordoba Shares, to a maximum of 88,505,459 Cordoba Shares, so that the maximum number of Cordoba Shares that may be issued under the Rights Offering will have been issued.
If all Cordoba shareholders, including HPX and JCHX, exercise their basic subscription privilege, HPX's pre-Rights Offering ownership of approximately 59.6% of Cordoba Shares will be unaffected by the Rights Offering. If no other Cordoba shareholder, other than JCHX, exercises their basic subscription privilege, HPX will be obligated to purchase 88,505,459 Cordoba Shares, resulting in HPX owning approximately 69.55% of the then outstanding Cordoba Shares.
As consideration for entering into the Standby Agreement, Cordoba will issue HPX 5-year warrants to purchase 25% of the Cordoba Shares that HPX has agreed to acquire under the Standby Agreement (not including any Cordoba Shares acquired pursuant to its basic subscription privilege), at an exercise price equal to C$0.075 per Common Share.
All of the securities described in this release as owned by, or to be subscribed by HPX are, and will be, beneficially owned and controlled by I-Pulse Inc.
I-Pulse Inc., through HPX, is acquiring these shares for investment purposes. Depending on economic or market conditions or matters relating to Cordoba, I-Pulse or HPX may choose to either acquire or dispose of additional Cordoba Shares.
For further information and to obtain a copy of the early warning report filed under applicable Canadian provincial securities legislation in connection with the transactions hereunder, please go to Cordoba's profile on the SEDAR website (www.sedar.com), or contact Sam Kenny at (604) 689-8765. I-Pulse has an office c/o 654-999 Canada Place, Vancouver, British Columbia, Canada, V6C 3E1.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/56174