Desafio Minero S.A.C. announced that on October 28, 2010, it closed its subscription for 4,042,700 additional common shares of Antioquia Gold Inc. at a price per Common Share of $0.20.
The Private Placement was made pursuant to a private placement subscription agreement entered into on August 9, 2010 between Desafio and Antioquia pursuant to which Desafio agreed to subscribe, in two steps, for up to approximately 16,170,801 Common Shares at a price per Common Share of $0.20. The Private Placement was the second and final closing contemplated by the subscription agreement.
The securities of Antioquia issued to Desafio in connection with the Private Placement were issued by way of private agreement in reliance on the accredited investor exemption under applicable Canadian securities laws.
Immediately following the closing of the Private Placement, Desafio had control and direction over 16,170,801 Common Shares, or approximately 19.99% of the Common Shares then outstanding.
Desafio acquired control or direction, directly or indirectly, of the Common Shares that are the subject of this report for investment purposes.
Desafio intends to review its investment in Antioquia on a continuing basis. Depending on various factors including, without limitation, Antioquia's financial position, the price levels of the Common Shares, conditions in the securities markets and general economic and industry conditions, Desafio's business or financial condition and other factors and conditions Desafio deems appropriate, Desafio may in the future take such actions with respect to its investment in Antioquia as Desafio deems appropriate including, without limitation, making proposals to Antioquia concerning changes to the capitalization, ownership structure or operations of Antioquia, acquiring Common Shares or selling or otherwise disposing of some or all of the Common Shares. In addition, Desafio may formulate other purposes, plans or proposals regarding Antioquia or any of its securities to the extent deemed advisable in light of general investment and trading policies, market conditions or other factors or may change its intention with respect to any and all matters referred to above.
Source: Antioquia Gold Inc.