Early Warning Report Issued Pursuant to National Instrument 62-103 Acquisition of Shares of Ecuador Gold and Copper Corp.
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS/
VANCOUVER, Nov. 28, 2012 /CNW/ - Ecuador Gold and Copper Corp. (the "Company"). This press release is being disseminated as required by National Instrument 62-103 The Early Warning System and Related Take Over Bids and Insider Reporting Issues in connection with the filing of an early warning report (the "Early Warning Report") regarding the acquisition of the Company's securities by Aura International Services Ltd. ("Aura") of Wickhams Cay 1, Road Town, Tortola, BVI.
As a result of a non-brokered private placement (the "Private Placement"), Aura acquired securities of the Company.
Aura acquired 11,904,762 common shares and 5,952,381 common share purchase warrant of the Company pursuant to the Private Placement, as a result of the Company's subscription for 11,904,762 units (each a "Unit") at a price of US$0.21 per Unit (approximately C$0.21/Unit). Each Unit consisted of one common share and one half of one share purchase warrant (a "Warrant"). Each Warrant entitles the holder to acquire an additional share (a "Warrant Share") of the Company for a period of three years from the date of issuance at an exercise price of C$0.35 per Warrant Share. Of the Units acquired by Aura, 1,389,730 Units are held in escrow pending final approval of the TSX Venture Exchange.
Accordingly, Aura beneficially owns 11,904,762 common shares and 5,952,381 Warrants (the "Securities") of the Company, representing approximately 11.06% of the issued and outstanding voting securities of the Company on a non-diluted basis and 15.73% of the issued and outstanding securities of the Company, assuming exercise of the 5,952,381 Warrants held by the Company.
The Securities were acquired for investment purposes and the Company may increase or decrease its beneficial ownership or control depending on market or other conditions.
A copy of the Early Warning Report may be found on www.SEDAR.com
Cautionary Note
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE: Ecuador Gold and Copper Corp.
Carson Phillips
Vice-President, Corporate Development
Telephone: (604) 569-0721
E-mail: [email protected]
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