ACN (TSX-V)
TORONTO, April 11, 2016 /CNW/ - Asher Resources
Corporation (the "Company") announces that it has
retained First Republic Capital Corporation (the "Agent") to
act as agent in connection with a best efforts brokered private
placement to raise gross proceeds of up to $2,500,000 through the issuance of up to
17,857,142 subscription receipts of the Company (the
"Subscription Receipts") at a price of $0.14 per Subscription Receipt (the
"Offering"). The gross proceeds of the Offering less
certain expenses of the Agent (the "Escrowed Proceeds") will
be held in escrow on behalf of the subscribers by an escrow agent
(the "Escrow Agent").
Upon satisfaction of the escrow release conditions, which
includes among other things, the completion of a reverse takeover
(the "RTO") of the Company by Drone Delivery Canada Inc.
("Drone") and subsequent listing on the Canadian Securities
Exchange and the completion of a consolidation of the issued and
outstanding securities of the Company on a four-old for one-new
basis (the "Consolidation"), all as previously described in
the Company's news release dated January 19,
2016, each Subscription Receipt will automatically convert,
without additional payment or any further action on the part of the
holder, into post-Consolidation common shares of the Company (each,
a "Common Share") on the basis of one post-Consolidated
Common Share for each Subscription Receipt in accordance with the
terms of a subscription receipt agreement (the "Subscription
Receipt Agreement") to be entered into on closing of the
Offering between the Company, the Agent and the Escrow Agent and
the Escrowed Proceeds will be released to the resulting company
from completion of the RTO.
In connection with the Offering, the Agent will be entitled to a
corporate finance fee in an amount equal to 2% of the aggregate
gross proceeds of the Subscription Receipts sold and a sales
commission equal to 6% of the aggregate gross proceeds of the
Subscription Receipts sold. In addition, as additional
compensation, the Company will issue to the Agent corporate finance
warrants entitling the Agent to purchase a number of
post-Consolidation Common Shares equal to 2% of the aggregate
number of Subscription Receipts sold and selling compensation
warrants entitling the Agent to purchase a number of
post-Consolidation Common Shares equal to 6% of the aggregate
number of Subscription Receipts sold, at an exercise price of
$0.14 per compensation warrant for 24
months from the date of closing.
Net proceeds of the Offering will be used by the resulting
issuer to further the business of Drone following completion of the
RTO and for general working capital purposes.
Forward-Looking Information
The forward-looking information contained in this press release
is made as of the date hereof and Asher undertakes no obligation to
update publicly or revise any forward-looking information, whether
as a result of new information, future events or otherwise, unless
so required by applicable securities laws.
Cautionary Statements
Neither TSXV nor its Regulation Services Provider (as that
term is defined in the policies of the TSXV) accepts responsibility
for the adequacy or accuracy of this release.
This news release does not constitute an offer to sell or a
solicitation of an offer to sell any securities in the United States. The securities have not
been and will not be registered under the United States Securities
Act of 1933, as amended (the "U.S. Securities Act") or any
state securities laws and may not be offered or sold within
the United States or to U.S.
Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
SOURCE Asher Resources Corporation