Alphamin Resources Corp. Closes C$56 Million Equity Financing (US$44.3 Million)
TSX VENTURE: AFM
GRAND BAIE, MAURITIUS--(Marketwired - Jan. 22, 2018) - Alphamin Resources Corp. (TSX VENTURE:AFM), "Alphamin" or the "Company") is pleased to announce that it has raised gross proceeds of approximately C$56 million by issuing a total of 174,998,484 units (each a "Unit") at a price of C$0.32 per Unit (the "Issue Price") through the closing of its previously announced offering of Units (the "Offering"). The Offering comprised a private placement of 89,141,841 Units for gross aggregate proceeds of C$28.5 million (including the previously announced JSE Placement) and a non-brokered private placement (the "Non-Brokered Private Placement") of 85,856,643 Units for gross aggregate proceeds of approximately C$27.5 million. In addition, the Company converted US$1.215 million of debt due to Sprott Private Resource Lending (Collector), L.P. and Barak Fund SPC Limited, which arose in connection with the previously announced credit facility of up to US$80 million (the "Credit Facility") into 4,746,091 Units. The Private Placement was led by Sprott Capital Partners and Tamesis Partners LLP and the JSE Placement was led by Nedbank Limited.
Each Unit comprises one common share of the Company (a "Common Share") and one half of one Common Share purchase warrant (each whole Common Share purchase warrant, a "Warrant"). Each Warrant is exercisable to acquire one Common Share (a "Warrant Share") for a period of 36 months following the closing date of the respective offerings at an exercise price of C$0.40 per Warrant Share (or in the case of Warrants issued to participants in the JSE Placement, the exercise price will be determined with respect to the average CAD:ZAR exchange rate on the day before the Warrant is exercised), subject to adjustment in certain events.
The net proceeds of the Offering will be applied towards the equity requirement for the continued development of the Company's Bisie Tin Project (the "Project") and for general corporate purposes.
The willingness of the lenders to accept fees in Units demonstrates an alignment in objectives and commitment to the Project.
The Non-Brokered Private Placement comprises a subscription for 84,256,643 Units at the Issue Price by the Company's 44.65% shareholder, Tremont Master Holdings, and a subscription for 1,600,000 Units at the Issue Price by the Adansonia PE Opportunities Limited.
In addition, the Company has drawn down US$10 milllion of the Credit Facility by meeting all of the conditions precedent for the initial draw.
Pursuant to an amendment to the Credit Facility, US$25 million will become available to the Company under the Credit Facility following the satisfaction of certain additional conditions precedent, including, inter alia, the completion of the private placements described above. Access to drawdown of the remaining $45 million of the Credit Facility will require satisfaction of additional conditions precedent, including, inter alia, an additional equity raise of US$7 million.
The Company has raised a further US$6.6m from the Industrial Development Corporation of South Africa Ltd (the "IDC"). As previously announced, the IDC has approval to invest US$13.7 million in the Project to maintain it's 14.25% shareholding in the Company's 80.75% owned subsidiary, Alphamin Bisie Mining SA. The remaining USD$7 million is expected to be subscribed for in the first quarter of 2018, subject to various corporate approvals.
Concurrently with the closing of the Offering, the Company also entered into an offtake agreement with Gerald Metals SA for a period of five years for 100% of the tin concentrate from the Project.
For further information on the Credit Facility, please refer to the Credit Agreement dated November 9, 2017 and Alphamin's press release dated November 13, 2017, each available on Alphamin's SEDAR profile at www.sedar.com.
Further information, videos and photographs of the Project's progress are available on the Alphamin Resources Corp. website at www.alphaminresources.com