AbraPlata Files Amended and Restated Interim Financial Statements and Aethon Minerals Files Management Information Circular Supplement
Toronto, Ontario – November 29, 2019 – AbraPlata Resource Corp. (“AbraPlata”) (TSX-V: ABRA & OTCPK: ABBRF) announces that it has filed amended and restated Consolidated Interim Financial Statements and Management Discussion & Analysis (the "MD&A") for the three months ended March 31, 2019 and the six months ended June 30, 2019. The amended and restated financial statements and MD&A for these periods are available under AbraPlata's profile on SEDAR at www.sedar.com. As a result, Aethon Minerals Corp. (“Aethon”) (TSX-V: AET) announces that it has filed a supplement to the Management Information Circular (the “Circular”) for the Special Meeting of the Shareholders of Aethon Minerals, to be held on December 12, 2019. The Circular pertains to a proposed transaction between AbraPlata and Aethon (the “Proposed Transaction”), as initially announced in a joint news release dated September 12, 2019. The supplement to the Circular (the “Circular Supplement”) is available under Aethon’s profile on SEDAR at www.sedar.com.
Amended and Restated AbraPlata Q1 & Q2 2019 Consolidated Interim Financial Statements and MD&A
Following a review by AbraPlata’s auditors, Crowe Mackay LLP, AbraPlata has amended and restated its Q1 & Q2 2019 Consolidated Interim Financial Statements and MD&A, as initially reported, to reflect the application of IAS 29, Financial Reporting in Hyper-Inflationary Economies, for the period from January 1, 2019, to June 30, 2019. Under IAS 29, the application of hyperinflation accounting requires restatement of the nonmonetary assets and liabilities, shareholders' equity and comprehensive loss items of the Company’s Argentine subsidiaries from the acquisition date when they were first recognized to reflect the Argentine subsidiaries' current purchasing power based on a price index current at the end of the relevant financial reporting period of the Company. The IAS 29 hyperinflation accounting was not applied to the originally published Consolidated Interim Financial Statements for the three months ended March 31, 2019, and the six months ended June 30, 2019. In the restated Consolidated Interim Financial Statements, Mineral Interests, a Non-Current Asset, increased by CAD$500,745 and Total Shareholder's Equity increased by CAD$500,745.
Management is of the view that these non-cash adjustments have no impact on the Company’s mineral properties or financial position.
Aethon Circular Amendment
Aethon has filed the Circular Supplement for the purposes of incorporating by reference the amended and restated Consolidated Interim Financial Statements and MD&A for the six months ended June 30, 2019 (the “AbraPlata Q2 Financial Information”). In addition, the Circular Supplement includes certain unaudited pro forma consolidated information (the “Pro Forma Financial Information”), comprised of information derived, in part, from the AbraPlata Q2 Financial Information, including the summary information set forth below which is extracted from and should be read in conjunction with the Pro Forma Financial Information and the accompanying notes included in the Circular Supplement.
|Unaudited (in thousands of Canadian dollars)||Six months ended
June 30, 2019
December 31, 2018
|Pro Forma Statement of Operations Data:|
|Pro Forma Per AbraPlata Share Data:||249,458,862||81,673,478|
|Net loss per share||0.00||0.00|
|As at June 30, 2019|
|Pro Forma Statement of Financial Position Data:|
|Total current assets||4,207|
|Total current liabilities||1,055|
About Aethon Minerals
Aethon Minerals is a mineral exploration company focused on creating shareholder value. Aethon has a large prospective land position along prolific mining belts located in northern Chile. Aethon believes it is uniquely positioned for growth and is actively pursuing selective exploration-stage growth opportunities. Aethon is based in Toronto, Canada, and is listed on the TSX-V under the symbol “AET”.
AbraPlata is focused on exploring and advancing its flagship Diablillos silver-gold property. In addition, AbraPlata owns the highly prospective Cerro Amarillo property with its cluster of five mineralized Cu-(Mo-Au) porphyry intrusions located in a mining camp hosting the behemoth El Teniente, Los Bronces, and Los Pelambres porphyry Cu-Mo deposits. As well, AbraPlata is advancing Aguas Perdidas, its wholly owned Patagonia-style epithermal Au-Ag property. AbraPlata is based in Vancouver, Canada, and is listed on the TSX-V under the symbol “ABRA”.
For further information please contact:
Interim Chief Executive Officer
Aethon Minerals Corp.
Interim Chief Executive Officer
AbraPlata Resource Corp.
Tel: +1 416-884-3556
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 news release.
This press release contains "forward -looking information" within the meaning of applicable Canadian securities laws. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, identified by words or phrases such as "believes", "anticipates", "expects", "is expected", "scheduled", "estimates", "pending", "intends", "plans", "forecasts", "targets", or "hopes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "will", "should" "might", "will be taken", or "occur" and similar expressions) are not statements of historical fact and may be forward-looking statements. Forward-looking information herein includes, but is not limited to, statements that address activities, events or developments that Aethon and AbraPlata expect or anticipate will or may occur in the future, including statements with respect to the Proposed Transaction and the likelihood that the Proposed Transaction will be consummated on the terms and timeline provided herein or at all, the benefits of the Proposed Transaction to AbraPlata and Aethon and the receipt of all required approvals including, without limitation, the Aethon shareholders and applicable regulatory, court and stock exchanges.
In respect of the forward-looking statements and information concerning the likelihood that the Proposed Transaction will be consummated and the anticipated benefits of the completion of the Proposed Transaction, Aethon and AbraPlata have provided such statements and information in reliance on certain assumptions that they each believe are reasonable at this time, including assumptions as to the ability of the parties to receive, in a timely manner and on satisfactory terms, the necessary regulatory, court, stock exchange and shareholder approvals where applicable; the ability of the parties to satisfy, in a timely manner, the other conditions to the completion of the Proposed Transaction; general assumptions respecting the business and operations of both Aethon and AbraPlata, including that each business will continue to operate in a manner consistent with past practice and pursuant to certain industry and market conditions; and other expectations and assumptions concerning the Proposed Transaction. Although Aethon and AbraPlata believe that the expectations reflected in these forward-looking statements are reasonable, neither Aethon nor AbraPlata can give assurance that these expectations will prove to have been correct, that the Proposed Transaction will be completed or that it will be completed on the terms and conditions contemplated in this press release.
Factors that could cause future results or events to differ materially from current expectations expressed or implied by the forward-looking statements include significant transaction costs or unknown liabilities; general business, economic, competitive, political and social uncertainties; the state of capital markets; risks relating to (i) the ability of the parties to satisfy the closing conditions set out in the Definitive Agreement, including receipt of all requisite regulatory, court and stock exchange approvals, as applicable; (ii) an alternative transaction materializing prior to the completion of the Proposed Transaction; (iii) the impact on the respective businesses, operations and financial condition of AbraPlata and Aethon resulting from the failure to complete the Proposed Transaction on terms described or at all; (iv) unforeseen challenges in integrating the businesses of AbraPlata and Aethon, (vii) failure to realize the anticipated benefits of the Proposed Transaction, (viii) other unforeseen events, developments, or factors causing any of the aforesaid expectations, assumptions, and other factors ultimately being inaccurate or irrelevant; and other risks described in AbraPlata’s and Aethon’s documents filed on the SEDAR website at www.sedar.com.
Statements of mineral resources also constitute forward-looking information to the extent they represent estimates of mineralization that will be encountered on a property and/or estimates regarding future costs, revenues and other matters. Although Aethon and AbraPlata have attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. Neither Aethon nor AbraPlata undertakes to update any forward-looking information except in accordance with applicable securities laws.
The summary unaudited pro forma consolidated information included herein is not intended to be indicative of the results that would actually have occurred, or the results expected in future periods, had the events reflected herein occurred on the dates indicated. Actual amounts recorded upon consummation of the Arrangement will differ from the pro forma information presented below. No attempt has been made to calculate or estimate potential synergies between AbraPlata and Aethon.