VANCOUVER, Dec. 23 /CNW/ - Turnbrook Corporation ("Turnbrook") of Suite E-2, Union Court Building, Elizabeth Avenue and Shirley Street, PO Box N-8188, Nassau, Bahamas, announces, pursuant to National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, that on December 21, 2010 it acquired ownership of 37,786,039 common shares (each, a "Common Share") in the capital of Los Andes Copper Ltd. ("Los Andes") and 13,000,000 share purchase warrants of Los Andes (each, a "Warrant") entitling Turnbrook to purchase one additional Common Share at a price of Cdn$0.15 per share, subject to adjustment in certain circumstances, until 4:00 p.m. (Vancouver time) on December 21, 2013. The Common Shares were issued from treasury of Los Andes for cash at a per Common Share price of Cdn$0.15 pursuant to the terms of a share purchase agreement.
Pursuant to a Share Purchase Agreement dated November 18, 2010, Turnbrook acquired 35,000,000 Common Shares and the Warrants in exchange for the transfer by Turnbrook to Los Andes of all of Turnbrook's interest in the outstanding securities of Gemma Properties Group Limited pursuant to a Share Purchase Agreement dated as of November 18, 2010. Turnbrook acquired 2,786,039 Common Shares pursuant to a non-brokered private placement carried out concurrently pursuant to the Share Purchase Agreement. This acquisition was made for investment purposes only and Turnbrook may, depending upon market and other conditions, increase or decrease its beneficial ownership, control or direction over, or exercise its current rights to acquire, common shares or other securities of Los Andes through market transactions, private agreements or otherwise.
Prior to the transaction described herein, Turnbrook did not own or exercise control over any securities of Los Andes. As a result of the transaction, Turnbrook owns 37,786,039 Common Shares and 13,000,000 Warrants of Los Andes, representing approximately 25.89% of the current total issued and outstanding shares of Los Andes, prior to the exercise of the Warrants. In the event Turnbrook exercises all of the Warrants, Turnbrook would own 50,786,039 Common Shares, representing approximately 31.95% of the total issued and outstanding Common Shares of Los Andes on a fully diluted basis as of December 21, 2010.
For further information:
or to obtain a copy of the subject early warning report (also filed on SEDAR), please contact:
Gonzalo Delaveau S.
c/o Guerrero, Olivos, Novoa y Errázuriz
Av. Vitacura 2939, Piso 8
Las Condes, Santiago
Chile
Telephone: (56-2) 674-2900
Fax: (56-2) 674-2903
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