CROPS provides update on private placement
  finance.yahoo.com
   GlobeNewswire•July 10, 2018
  VANCOUVER, British Columbia, July 10, 2018 (GLOBE NEWSWIRE) -- CROPS Inc. ( COPS.V)  announces that it has received from the TSX Venture Exchange an  extension to July 31, 2018 to complete its previously announced proposed  private placement financing of convertible debentures to raise gross  proceeds of up to $6.0 million.  The debentures will have a term of  three years, and will be convertible, at the election of the holder,  into common shares of the Company at the rate of $0.08 per share (for an  aggregate maximum of 75 million shares) if converted in the first year,  or at the rate of $0.10 per share (for an aggregate maximum of 60  million shares) if converted in the second or third years.  The Company  will also issue warrants entitling the debenture holders to purchase up  to a total of 37.5 million common shares exercisable at a price of $0.08  per share for up to three years.
  The  debentures will bear interest which is paid quarterly in cash at the  annual rate of 8%.  The Company may, however, subject to stock exchange  approval at the time, elect to pay the interest in common shares of the  Company, in which case the annual interest rate for the applicable  payment will be 10% rather than 8%.
  The  proceeds of the financing will be used to repay the currently  outstanding loan held by Sprott Resource Lending Partnership in the  principal amount of US$3,000,000 which currently bears interest at 12%  compounded monthly, and for general working capital purposes.
  The securities referred to in this news release  have not been, and will not be, registered under the United States  Securities Act of 1933, as amended, and may not be offered or sold in  the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements of such Act.  This news release shall not constitute an offer to sell, nor the solicitation of an offer to buy, any  securities.  Any public offering of securities in the United States  must be made by means of a prospectus containing detailed information  about the company and management, as well as financial statements.
  About CROPS
  CROPS  is developing the Bayovar 12 phosphate deposit located 40 km from the  coast in the Sechura District of northern Peru.  Bayovar 12 hosts a  large resource of highly-reactive sedimentary phosphate rock - a key raw  material input for phosphate fertilizers and vital to world food  production.  Reactive phosphate rock from Sechura is a natural,  slow-release source of phosphorus that can be applied directly to  crops.  One of our objectives is to supply direct application phosphate  rock to the agricultural regions of Central and South America and  Southeast Asia.
  For further information, please visit our web site  www.crop2o5.com.
  ON BEHALF OF THE BOARD
  Simon Ridgway, Chief Executive Officer
  Symbol: TSXV-COPS Shares Issued:  58.7 million
  For further information, contact:
  Gordon Tainton, President Tel: 604-248-8380;  Fax: 604-682-1514 Email:  info@crop2o5.com Website:  www.crop2o5.com
  Neither  the TSX Venture Exchange nor the Investment Industry Regulatory  Organization of Canada accepts responsibility for the adequacy or  accuracy of this release.
  Forward-Looking Statements Certain  statements contained in this news release constitute forward-looking  statements within the meaning of Canadian securities legislation.  All  statements included herein, other than statements of historical fact,  are forward-looking statements and include, without limitation,  statements about the Company’s Bayovar 12 project, the Company’s plans  to complete the private placement, and how the financing proceeds will  be allocated.  Often, but not always, these forward looking statements  can be identified by the use of words such as “estimate”, “estimates”,  “estimated”, “potential”, “open”, “future”, “assumed”, “projected”,  “used”, “detailed”, “has been”, “gain”, “upgraded”, “offset”, “limited”,  “contained”, “reflecting”, “containing”, “remaining”, “to be”,  “periodically”, or statements that events, “could” or “should” occur or  be achieved and similar expressions, including negative variations. 
  Forward-looking  Statements involve known and unknown risks, uncertainties and other  factors which may cause the actual results, performance or achievements  of the Company to be materially different from any results, performance  or achievements expressed or implied by forward-looking statements.   Such uncertainties and factors relate to, among other things,  information regarding the Company’s plans for the Bayovar 12 project;  completing the private placement on the terms stated; the expenditure of  the financing proceeds as planned; changes in general economic  conditions and financial markets; the Company or any joint  venture partner not having the financial ability to meet its exploration  and development goals; risks associated with the results of exploration  and development activities, estimation of mineral resources and the  geology, grade and continuity of mineral deposits; unanticipated costs  and expenses; and  such other risks detailed from time to time in the  Company’s quarterly and annual filings with securities regulators and  available under the Company’s profile on SEDAR at www.sedar.com.   Although the Company has attempted to identify important factors that  could cause actual actions, events or results to differ materially from  those described in forward-looking statements, there may be other  factors that cause actions, events or results to differ from those  anticipated, estimated or intended.
  Forward-looking  statements contained herein are based on the assumptions, beliefs,  expectations and opinions of management, including but not limited to:  that the Company’s stated goals for the Bayovar 12 project will be  achieved; that the Company will obtain all necessary approvals to, and  complete, the private placement on the terms stated; that the Company  will spend the financing proceeds as planned; that there will be no  material adverse change affecting the Company or its properties; and  such other assumptions as set out herein.  Forward-looking statements  are made as of the date hereof and the Company disclaims any obligation  to update any forward-looking statements, whether as a result of new  information, future events or results or otherwise, except as required  by law.  There can be no assurance that forward-looking statements will  prove to be accurate, as actual results and future events could differ  materially from those anticipated in such statements. Accordingly,  investors should not place undue reliance on forward-looking statements. |