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VANCOUVER, BC, Feb. 9, 2024 /CNW/ - Libero Copper & Gold Corporation (TSXV: LBC) (OTCQB: LBCMF) ("Libero Copper" or the "Company") announces that, further to its news release dated January 19, 2024, the TSX Venture Exchange (the "Exchange") has approved the consolidation of its issued and outstanding common shares (the "Common Shares") on the basis of one (1) new post-consolidation Common Share for every ten (10) pre-consolidation Common Shares (the "Consolidation"). The Consolidation will become effective at the opening of the market on February 13, 2024. The Company's name and trading symbol will remain unchanged following the Consolidation. The new CUSIP number will be 53014U700 and the new ISIN number will be CA53014U7006 for the post-Consolidation Common Shares.
The Company currently has 174,777,174 Common Shares issued and outstanding. Assuming no other changes in the number of Common Shares outstanding, after giving effect to the Consolidation the Company would have approximately 17,477,717 Common Shares outstanding. There is no maximum number of authorized Common Shares.
Any fractional interest in Common Shares resulting from the Consolidation will be rounded down to the nearest whole Common Share and no cash consideration will be paid in respect of fractional shares. Registered shareholders will receive a letter of transmittal from the Company's transfer agent, Olympia Trust Company, with information on how to replace their old share certificates / DRS statements with the new share certificates / DRS statements. Brokerage firms will handle the replacement of share certificates and DRS statements on behalf of their shareholder's accounts.
The exercise price and number of Common Shares issuable upon the exercise of Libero Copper's outstanding stock options and warrants will be proportionately adjusted to reflect the Consolidation in accordance with the terms of such securities.
Related Party Loan and Bonus Warrants
Further to the Company's news release dated January 22, 2024, the Exchange has conditionally approved the issuance of 750,000 non-transferable warrants (the "Bonus Warrants") to Slater Capital Corporation (the "Lender"), on a post-Consolidation basis in connection with a loan agreement between the Company and the Lender dated January 1, 2024 (the "Loan Agreement"). Pursuant to the terms of the Loan Agreement, the Lender has granted an unsecured loan of $300,000 (the "Loan") to the Company. The term of the Loan expires on December 31, 2024. The Loan is non-interest bearing and repayable at any time by the Company without penalty. The Bonus Warrants are being issued as consideration for the Loan. There are no additional fees, financial covenants or security associated with the Loan. Each Bonus Warrant will entitle the Lender to purchase one additional Common Share at an exercise price of $0.20 per share for a period of 12 months from the date of issuance. It is expected that the Bonus Warrants will be issued on or about February 13, 2024, after the Consolidation becomes effective.