Arias Resource Capital Receives Shares of Cautivo Mining Inc.
/FOR DISSEMINATION IN CANADA AND OVER CANADIAN NEWS SERVICES ONLY. THE DISSEMINATION OF THIS RELEASE IN THE UNITED STATES OR TO ANY UNITED STATES NEWS SERVICE MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS./
TORONTO, Sept. 5, 2017 /CNW/ - Arias Resource Capital Fund II L.P. ("ARC II"), a Cayman Islands exempted limited partnership, and Arias Resource Capital Fund II (Mexico) L.P., an Ontario limited partnership ("ARC Mexico"), announced today that they received an aggregate of 9,463,965 common shares ("Shares") in the capital of Cautivo Mining Inc. ("Cautivo"), in connection with the completion of a rights offering by Cautivo (the "Rights Offering"). ARC II and ARC Mexico received these Shares pursuant to the exercise of the additional subscription privilege attached to each of their rights of Cautivo ("Rights").
As previously reported in an early warning report dated August 8, 2017, ARC II and ARC Mexico entered into a standby purchase agreement with Cautivo in connection with the Rights Offering, pursuant to which each of ARC II and ARC Mexico, among other things, (i) irrevocably exercised, paid for and received the Shares underlying the basic subscription privilege attached to their Rights effective August 8, 2017, and (ii) agreed to acquire all of the Shares underlying Rights that are unexercised following the expiry of the Rights Offering. The Rights Offering was fully subscribed and, accordingly, ARC II and ARC Mexico will not take up any Shares pursuant to the standby purchase agreement.
ARC II, ARC Mexico and Arias Resource Capital Fund L.P. ("ARC I", and together with ARC II and ARC Mexico, the "ARC Funds") are managed by Arias Resource Capital Management L.P. ("ARCM"). The respective general partner of each of the ARC Funds retains the power to make investment and voting decisions in respect of the securities (including the Shares) beneficially owned by the ARC Funds. J. Alberto Arias is the sole director of each of the general partners of the ARC Funds and indirectly controls ARCM. As such, J. Alberto Arias may be deemed to share voting and dispositive power with respect to the Shares beneficially owned by the ARC Funds and ARCM, but he disclaims any beneficial ownership of any such securities, except to the extent of his pecuniary interest therein.
Following the completion of the Rights Offering, the ARC Funds' and ARCM's aggregate proportionate interest in Cautivo increased from 70.47% to 87.62%, as follows:
Pre- Rights Offering Closing |
Post-Rights Offering |
||||
Number of (#) |
Percentage (%) |
Number (#) |
Percentage (%) |
Change in (%) |
|
ARC I |
1,054,439 |
19.46 |
1,054,439 |
6.96 |
-12.51 |
ARC II |
2,607,276 |
48.13 |
11,563,053 |
76.28 |
+28.15 |
ARC Mexico |
147,949 |
2.73 |
656,132 |
4.33 |
+1.60 |
ARCM |
8,137 |
0.15 |
8,137 |
0.05 |
-0.1 |
TOTAL: |
3,817,803 |
70.47 |
13,281,768 |
87.62 |
+17.15 |
ARC II and ARC Mexico acquired the additional Shares for investment purposes. The ARC Funds may, from time to time, acquire additional securities of Cautivo and/or dispose of such securities as they may deem appropriate. The ARC Funds and ARCM currently have no other plans or intentions that relate to or would result in any of the actions listed in Items 5 (a) to (k) of Form 62-103F1 – Required Disclosure Under the Early Warning Requirements, but depending on market conditions, general economic and industry conditions, trading prices of Cautivo's securities, Cautivo's business, financial condition and prospects and/or other relevant factors, the ARC Funds may develop such plans or intentions in the future.
This news release has been disseminated in accordance with the early warning requirements of securities laws of each of the provinces and territories of Canada (other than Québec).
SOURCE Arias Resource Capital Fund II L.P.

please contact: J. Alberto Arias, Director, phone: (212) 266-8600 / e-mail: [email protected]
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