TIDMAMC
RNS Number : 9161F
Amur Minerals Corporation
12 March 2020
12 March 2020
AMUR MINERALS CORPORATION
(AIM: AMC)
Fixed Term Loan Note Instrument to Complete TEO
Amur Minerals Corporation ("Amur" or the "Company"), a
nickel-copper sulphide mineral exploration and resource development
company focused on its Kun-Manie project in the far east of Russia
, is pleased to announce that it has entered yesterday into a fixed
term loan note instrument (the "Loan Notes") of up to GBP1.5
million with Plena Global Opportunities LLC (the "Investor").
Highlights:
-- The Loan Note of up to GBP1.5 million consists of three
advances of Loan Notes with the initial advance of GBP0.5 million
(the "Initial Advance") being withdrawn by the Company and funds
expected to be received by 13 March 2020.
-- A second advance of GBP0.5 million is available after three
months and a final advance of GBP0.5 million is available after six
months by mutual consent.
-- Each tranche of Loan Notes is repayable by the Company in
three months of the advance being made. Any of
the relevant tranches of Loan Notes are not repaid at that date, the term of the Loan Notes shall automatically be extended by a further period of 12 months.
-- When Loan Notes are redeemed the Company shall pay the
noteholder in cash an amount equal to 105 per cent of the principal
amount of the Loan Notes plus interest equal to 10 per cent of the
principal amount being so redeemed.
-- If the Company elects not to repay the advance by the three
month repayment date the Investor can elect to convert that
outstanding advance at any time into new ordinary shares in the
Company.
-- The conversion price of any part of an advance will be 90 per
cent of the daily VWAP over the three trading days immediately
prior to conversion and the Loan Notes shall be converted at 105
per cent of face value.
-- In conjunction with the Initial Advance, the Investor will be
issued with 52,447,552 three year warrants with an exercise price
of 1.43 pence per ordinary share.
-- If the Investor exercises any Warrants, the exercise price
will in the first instance be set off against any Loan amounts
outstanding.
-- The net proceeds of the Initial Advance will be used by the
Company to progress development of the Company's Kun-Manie nickel
copper sulphide project.
Robin Young, CEO of Amur Minerals Corporation, commented:
"We are pleased to have completed this financing with Plena
Global Opportunities LLC. This staged funding will allow us to
continue toward the completion of the Permanent Conditions TEO due
for completion in Q4 this year.
"Following the appointment of Adam Habib as advisor to the board
last month, the completion of the TEO is key to securing strategic
investors, infrastructure funds and prepay finance via offtake
partners.
"The next and most significant deliverable for inclusion in the
TEO is Gipronickel's determination of the ability of the Company to
generate separate saleable concentrates for copper and for nickel.
As noted in earlier RNS information, as much as US$750 million
could be generated in payable copper revenue substantially
enhancing project economics and allowing for the Company to
identify additional off-takers for the Kun-Manie generated
intermediate products."
Adam Habib, Advisor to the Board of Amur Minerals Corporation,
commented:
"It is essential that the TEO (Russia BFS) be completed as it is
one of the key requirements before Amur can engage with off-takers.
This funding enables this key hurdle to be achieved thereby
allowing the Company to move onto the next set of deliverables and
engage confidently with the nickel and copper market
participants."
The Initial Advance
Under the terms of the Loan the Company will draw down the
initial advance of GBP0.5 million with a maturity date of 11 June
2020. In addition to this, the Company will issue the Investor with
52,447,552 warrants with an exercise price of 1.43p.
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 nickel
copper sulphide project including:
1. completion of the test work related to the derivation of
individual copper and nickel concentrates;
2. advancement of an optimised production schedule;
3. follow-on update of the current economic model including all
newly acquired technical data and cost information and additional
metallurgical test work results; and
4. general and administrative requirements.
The net proceeds from the second and final advances will be used
by the Company to:
1. continue the compilation of the TEO through to completion;
2. on-going engagement with the nickel and copper market participants;
3. general and administrative requirements.
Overview of the Loan and Warrant Agreements
The Investors will lend up to GBP1.5 million cash to the Company
through the Loan consisting of three separate advances, with the
Initial Advance being drawn down and funds expected to be received
by 13 March 2020.
The subsequent advances of GBP0.5 million would be made
available three months after the Initial Advance, with the final
advance available six months after the Initial Advance. Both the
subsequent and final advances will be made by mutual consent.
Each advance is repayable three months after the advance is
made. However, if any of the relevant tranches of Loan Notes are
not repaid at that date, the term of the Loan Notes shall
automatically be extended by a further period of 12 months, to the
date falling 15 months from the date of issue of the relevant Loan
Notes. If the Company elects not to repay the advance by the
applicable repayment date the Investor can elect to convert that
outstanding advance at any time into new ordinary shares in the
Company. The conversion price of any part of an advance will be 90
per cent of the daily VWAP over the three trading days immediately
prior to conversion and the Loan Notes shall be converted at 105
per cent of face value.
When Loan Notes are redeemed the Company shall pay the
noteholder in cash an amount equal to 105 per cent of the principal
amount of the Loan Notes plus interest equal to 10 per cent of the
principal amount being so redeemed.
At each advance, warrants for a number of new ordinary shares
with a value equal to GBP750,000 will be issued with a price per
Ordinary Share equal to the mid-market price at the close of
business on business day immediately preceding the date of issue.
The Warrants will be exercisable for a period of three years.
In the event the Investor exercises the Warrants, the funds from
the exercise will first be set off against any Loan amounts
outstanding. Should there be no Loan amounts outstanding, the
Company will receive the funds directly from the warrant exercise
as per usual.
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.
Amur shall pay an amount equal to 115 per cent of the principal
portion of the amount being redeemed.
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 Corp. S.P. Angel Corporate Blytheweigh
Finance LLP
Robin Young CEO Richard Morrison Megan Ray
Soltan Tagiev Tim Blythe
+7 (4212) 75 56 +44 (0) 20 7138
15 +44 (0) 20 3470 0470 3204
For additional information, visit the Company's website,
www.amurminerals.com.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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