May 12, 2014
Cap-Ex Iron Ore Ltd (TSX-V: CEV) (“Cap-Ex” or the “Company”) announces that its Board of Directors has called a special meeting of shareholders for July 9, 2014 to authorize, by way of special resolution, a 1 for 4 consolidation (the "Consolidation") of the Company's share capital and the continuation of the Company to British Columbia (the "Continuance"). As of the date hereof, there are 97,767,986 common shares of the Company outstanding, of which 24,441,996 shares will be issued immediately following the Consolidation.
The Consolidation and Continuance are also subject to the acceptance of the Exchange. The Company does not intend to implement a name change in conjunction with the Consolidation and does not intend to change its symbol unless required by the Exchange. The Company's Board of Directors is of the opinion that the Consolidation would leave it better positioned to raise equity financing in the future and the Continuance will facilitate the administration of the Company's corporate records following the return of the Company's head office to Vancouver, B.C. last year.
In addition, Cap-Ex has agreed to a debt settlement with a non-arm's-length company controlled by certain directors and officers of the Company pursuant to which Cap-Ex will issue, subject to the acceptance of the Exchange, an aggregate of 10,000,000 pre-consolidated common shares (2,500,000 post-consolidated shares) at a deemed price of $0.025 per pre-consolidated share ($0.10 per post-consolidated share) in settlement of outstanding indebtedness totaling $250,000 in respect of certain drilling and exploration services provided to the Company in 2013 (the "Debt Settlement"). The Company has determined to satisfy this outstanding indebtedness with shares in order to preserve its cash for operations.
The Debt Settlement is subject to Exchange acceptance and all shares issued pursuant to the settlement will be subject to a four-month hold period.
Jasvir Kaloti, has resigned as Corporate Secretary. Management of Cap-Ex thanks Ms. Kaloti for her many years of service and wishes her well in her future endeavors. Martin Burian, CFO of Cap-Ex., was appointed as Corporate Secretary.
About Cap-Ex Iron Ore Ltd.
Cap-Ex Iron Ore Ltd. is a Canadian listed company, focused on the development of its wholly owned Block 103 Iron Ore Project in the Labrador Trough, near the mining town of Schefferville, Québec. The Block 103 property is strategically located close to an existing railway that can provide a direct link to a shipping port and is adjacent to Tata Steel-New Millenium Iron Corp. LabMag and KeMag deposits and the Tata-New Millennium oxide deposits to the east.
For additional information please visit the Company’s website at www.cap-ex.ca.
CAP-EX IRON ORE LTD.
On behalf of the Board
CEO and Director
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Cautionary Note Regarding Forward-looking Information
This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. Specifically, the Consolidation and Continuance are subject to shareholder approval by way of special resolution. In addition, the Consolidation, the Continuance and the Debt Settlement are subject to the acceptance of the Exchange. There are no assurances that such approvals and acceptances will be obtained in a timely manner or at all. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
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