TIDMAMC
RNS Number : 6530E
Amur Minerals Corporation
13 February 2018
13 February 2018
AMUR MINERALS CORPORATION
(AIM: AMC)
Up To US$10 Million Loan Facility
Amur Minerals Corporation ("Amur" or the "Company"), a
nickel-copper sulphide mineral exploration and resource development
company focused on the far east of Russia, is pleased to announce
that it has today entered into a convertible loan facility (the
"Convertible Loan") of up to US$10 million with Cuart Investments
PCC Ltd and YA II PN Ltd (the "Investors"), in an investment
consortium arranged by RiverFort Global Capital Ltd.
Highlights:
-- The Convertible Loan of up to US$10 million consists of three
advances with the initial advance of US$4 million to be drawn down
tomorrow by the Company.
-- A subsequent advance of up to US$2 million (or upon mutual
agreement up to US$3,000,000) and a final advance of an amount to
bring the total advanced under the loan facility to a maximum of
$10 million will be available to the Company, with the second
advance being available after 121 days, and the third advance 240
days after the initial advance.
-- Each advance is repayable by the Company in 12 monthly installments.
-- If the Company elects not to repay any installment on the
applicable monthly repayment date, then the Investors can elect to
convert that outstanding installment at any time into new ordinary
shares in the Company.
-- The conversion price of any part of an advance will either be
made by reference to the lower of 130% of the price at the date of
the advance or 90% of the lowest daily VWAP over the 5 trading days
immediately prior to conversion.
-- In conjunction with each advance, the Investors will be
issued with warrants to the value of 30% of the value of each
advance at an exercise price which is at a 30% premium to the price
of each advance. Each set of warrants will be exercisable for a
period of 3 years.
Initial Advance
Under the Convertible Loan the Company will draw down the
initial advance of US$4 million with a maturity date of 13 March
2019. In addition to this, the Company will issue the Investors
with 9,290,323 warrants with an exercise price of 9.3p.
Use of Funds
The net proceeds of the initial advance will be used by the
Company to progress development of the Company's Kun-Manie project
including:
1. updating of the resource and reserves statement;
2. development of an optimized production schedule;
3. update of the current economic model including all newly
acquired technical data and cost information and additional
metallurgical test work; and
4. general and administrative requirements.
Overview of the Loan and Warrant Agreements
The Investors will lend up to US$10 million cash to the Company
through the Convertible Loan consisting of three separate advances,
with the initial US$4 million advance being drawn down tomorrow
The subsequent advances of up to US$2 million (or upon mutual
agreement up to US$3,000,000) would be made available 121 days
after the initial advance, subject to the Company achieving certain
milestones and a final advance to bring the total advanced under
the loan facility to a maximum of $10 million will be available to
the Company, with approval of the Investors, 240 days after the
initial advance. Each advance under the Convertible Loan has an
interest rate of 8% per annum.
Each advance is repayable in 12 monthly installments, at 110% of
the principal portion of the repayment and its accrued interest,
(to the extent not having been converted into new ordinary shares)
with the first repayment in respect of the initial advance becoming
due on 13 March 2018.
If the Company elects not to make a repayment of an installment,
the Investors can elect to convert the installment into new
ordinary shares in the Company at any time after the date the
installment was due. The Investors shall not convert more than 50%
of the original principal amount of an advance in any 3 month
period without consent of the Company.
Each advance will have a Reference Price ("Reference Price")
equal to the average VWAP of the 20 trading days immediately prior
to the date of the advance. Where the Company has elected not to
repay an installment and the Investors have elected to convert, the
conversion price will be the lower of 130% of the Reference Price
(the "Fixed Conversion Price"), and 90% of the lowest daily VWAP
over the 5 trading days immediately prior to conversion. The
Investors shall have the right to convert each advance at any time
at the Fixed Conversion Price.
At each advance, warrants over a number of new ordinary shares
equal to the number of shares that would be issued for 30% of the
value of each advance at a warrant exercise price at a 30% premium
to the Reference Price of the relevant advance will be issued to
the Investors. The warrants will be exercisable for a period of 3
years.
At no time during the term of the Convertible Loan or the
warrant agreement will the Investors be able to convert to new
ordinary shares or exercise warrants if doing so would result in
the Investors having an interest in the issued ordinary share
capital of the Company greater than 24.9% in aggregate.
The Company, at its option, shall have the right to redeem the
outstanding amount of an advance, in full or in part, at any time
prior to the 12-month anniversary of the advance, provided that as
of the date of the redemption notice the VWAP has been less than
the Fixed Conversion Price for the previous 5 trading days. Amur
shall pay an amount equal to 110% of the principal portion of the
amount being redeemed, together with all accrued and unpaid
interest.
Robin Young, CEO of Amur Minerals Corporation, commented:
"We are pleased to have completed this financing with RiverFort
Global Capital LTD allowing us to continue the advancement of our
Kun-Manie nickel copper sulphide project toward production. Being
the largest undeveloped nickel copper project located centric to
the three largest nickel consuming nations in the world, we can
continue our field work and engineering efforts in anticipation of
the potential and significant disruption in the future nickel
market. In addition, we shall continue our work with Medea
Financial Partners in the identification of long term project
financing alternatives available from various financial
institutions and potential strategic partners.
"This timely funding allows us to continue to define and refine
currently defined operational parametres and engineering designs as
well as evaluate new options and alternatives that are arising from
the EV potential. This is key in allowing Amur to take advantage of
the anticipated improving nickel market that is being buoyed by the
electric vehicle market."
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have
been deemed inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 until the release of this
announcement.
Enquiries:
Company Nomad and Broker Public Relations
Amur Minerals S.P. Angel Corporate Yellow Jersey
Corp. Finance LLP PR
Robin Young Ewan Leggat Charles Goodwin
CEO Soltan Tagiev Harriet Jackson
Dominic Barretto
+44(0)2034 700 +44(0)7544
+7(4212)755615 470 275 882
For additional information, visit the Company's website,
www.amurminerals.com.
Click on, or paste the following link into your web browser for
an audio file related to this RNS.
http://amurminerals.com/content/wp-content/uploads/Audio-9-Feb-2018.mp3
This information is provided by RNS
The company news service from the London Stock Exchange
END
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