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RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY OR
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Stock Symbol: TSXV:REG
VANCOUVER, Aug. 22, 2018
/CNW/ - Regulus Resources Inc. (TSXV:REG) ("Regulus" or the
"Company") is pleased to announce that it has engaged
Canaccord Genuity Corp. leading a syndicate of agents including PI
Financial Corp. and Haywood Securities Inc. (together, the
"Agents") to complete a private placement financing, on a
best efforts basis, of not less than 10,600,000 common shares
("Shares") of the Company at an issue price of C$1.90 per Share for gross proceeds of not less
than $20,140,000 (the
"Offering"). All dollar amounts in this press release are
expressed in Canadian currency.
Regulus has been advised by Route One Investment Company, L.P.
that it intends, for one or more of its managed investment funds
(such funds, collectively, "Route One"), to participate in
the Offering for 7,000,000 of the 10,600,000 Shares.
The Agents will have the option, but not the obligation,
exercisable in whole or in part at any time up to 48 hours prior to
the closing of the Offering, to increase the size of the Offering
by up to an additional 1,590,000 Shares at the issue price.
The Offering is expected to close before the end of September 2018 after the Regulus shareholder
meeting currently scheduled for September
21, 2018, but prior to the closing of the proposed plan of
arrangement (the "Arrangement") among Regulus, Sibanye Gold
Ltd. and Aldebaran Resources Inc. ("Aldebaran"), the terms
of which were outlined in the Company's press release dated
June 29, 2018. As a result, the
Shares issued pursuant to the Offering will be entitled to
participate in the distribution of Aldebaran common shares
contemplated under the Arrangement.
Route One currently owns or exercises control over 14,139,376
Shares of the Company, representing approximately 18% of the issued
and outstanding Shares. If the Offering as described herein is
consummated, the 7,000,000 Shares subscribed for by Route One will
give Route One ownership or control of over 20% of the Company's
voting securities, so the closing of the Offering would also
require approval by a majority vote of the shareholders of Regulus,
excluding any Shares owned or controlled by Route One. Accordingly,
the Company will add this item of business to the agenda for the
September 21, 2018 shareholder
meeting. If the Offering is approved and completed and Route One
participates for 7,000,000 Shares, Route One would own or control
approximately 24% of the outstanding Shares (assuming the Offering
is subscribed for at its minimum level and that no other Shares are
issued through warrant or option exercises before then).
The Company intends to use the net proceeds of the Offering
primarily for exploration on its AntaKori copper-gold-silver
project in Peru and for general
corporate purposes.
The Shares will be offered and sold by way of private placement
exemptions in all provinces and territories of Canada, and other jurisdictions as agreed upon
between the Agents and the Company.
The Offering is subject to certain conditions including, but not
limited to, the receipt of all necessary regulatory approvals,
including the approval of the TSX-V. If the minimum amount of the
Offering is not achieved, the Offering may not proceed. Closing is
expected on or about September 27, 2018. All securities
issued in connection with the Offering will be subject to a four
month hold period. The Agents will receive a cash commission of
6.0% of the gross proceeds raised pursuant to the Offering as well
as broker warrants which will entitle the Agents to acquire that
number of Shares which is equal to 6.0% of the aggregate number of
Shares sold pursuant to the Offering, with each broker warrant to
be exercisable to purchase one Share at the offering price at any
time, on or before the date which is 24 months after the Closing.
The commission and broker warrants will be reduced for certain
investors identified by the Company to the Agents, including Route
One.
About Regulus Resources Inc.
Regulus Resources Inc. is an international mineral exploration
company run by an experienced technical and management team, with a
portfolio of precious and base metal exploration properties located
in North and South America. The principal project held by
Regulus is the AntaKori copper‑gold‑silver project in northern
Peru. The AntaKori project currently hosts an inferred
mineral resource of 294.8 million tonnes with a grade of 0.48% Cu,
0.36 g/t Au and 10.2 g/t Ag based upon 17,950 m of drilling by previous operators (see
Southern Legacy Minerals press release of July 3rd, 2012 – Southern Legacy
Minerals and the Company entered into a business arrangement in
2014 and kept the name Regulus Resources Inc.).
Mineralization remains open in most directions and drilling is
currently underway to confirm and increase the size of the
resource.
For further information on Regulus Resources Inc., please
consult our website at www.regulusresources.com.
Forward-Looking Statements
This press release contains forward-looking statements and
forward-looking information within the meaning of applicable
securities laws. The use of any of the words "expect",
"anticipate", "continue", "estimate", "objective", "ongoing",
"may", "will", "project", "should", "believe", "plans", "intends"
and similar expressions are intended to identify forward-looking
statements or information. In particular this press release
contains forward-looking statements and information relating to the
completion of the Offering and the timing thereof; the ability to
get shareholder approval for the creation of a new control person
and the timing thereof and the timing of closing, amount of, and
the use of proceeds of the Offering; Although Regulus believe that
the expectations and assumptions on which the forward-looking
statements and information are based are reasonable, undue reliance
should not be placed on the forward-looking statements and
information because Regulus cannot give any assurance that they
will prove to be correct. Since forward-looking statements and
information address future events and conditions, by their very
nature they involve inherent risks and uncertainties. The
forward-looking statements and information is based on certain key
expectations and assumptions made by management of Regulus,
including expectations and assumptions concerning: the satisfaction
of all conditions to the closing of the Offering and on the time
frames contemplated. Actual results could differ materially
from those currently anticipated due to a number of factors and
risks, including but not limited to: risks related to the receipt
of all necessary approvals for the Offering. Regulus cautions
that the foregoing list of risks and uncertainties is not
exhaustive.
The forward-looking statements and information contained in this
press release are made as of the date hereof and Regulus undertakes
no obligation to update publicly or revise any forward-looking
statement or information, whether as a result of new information,
future events or otherwise, unless so required by applicable
securities laws.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES
SOURCE Regulus Resources Inc.