Wrap Text
Orion announces capital raising to advance early production strategy at SA base metal projects
Orion Minerals Limited
Incorporated in the Commonwealth of Australia
Australian Company Number 098 939 274
ASX share code: ORN
JSE share code: ORN
ISIN: AU000000ORN1
Orion announces capital raising to advance early production strategy at SA base metal projects
- Three-tranche Placement to sophisticated and professional investors to raise up to $20 million at 2.0 cents
per share (being ZAR22 cents).
- Committed funds for Tranche 1 and Tranche 2 total $6 million, with commitments for Tranche 3 currently
being finalised. Due to the downturn in global capital markets since the Company went into a trading
halt on 10 June 2022, numerous potential participants have requested additional time to finalise their
involvement.
- Together with other funding sources, the capital raise will put Orion in a strong position to access the
recently announced US$87 million funding package from Triple Flag Precious Metals to underpin the early
production strategy for the flagship Prieska Copper-Zinc Mine.
- Funds to be used principally to progress the development of Prieska, including the commencement of
mine dewatering and the completion of feasibility studies for the Early Production Scenario.
- In addition to the Placement, a Share Purchase Plan will be offered to provide eligible shareholders with
the opportunity to subscribe for new Shares in parcels starting from $2,000 (or ZAR20,000) up to a
maximum of $30,000 (or ZAR300,000) at an issue price of 2.0 cents per Share (ZAR22 cents). This will
provide existing shareholders with the opportunity to participate in this capital raise at the same offer
price as the Shares issued under the Placement.
Orion Minerals Limited (ASX/JSE: ORN) (Orion or the Company) is pleased to advise that it is undertaking a
capital raising to underpin the next phase of development of its portfolio of advanced base metal assets in
South Africa’s Northern Cape Province.
Thanks to the support of existing and new investors, the Company has received firm commitments for the first
two tranches (~$6 million) of a three-tranche Placement targeting up to $20 million, to underpin its Early
Production Strategy at the flagship Prieska Copper-Zinc Project.
Due to the extreme volatility which has been experienced in global financial markets since the Company went
into a trading halt on 10 June 2022, the capital raising is being undertaken in three tranches to provide
additional time for potential participants in the third tranche to finalise their involvement.
The Company will also offer a Share Purchase Plan to all existing eligible shareholders in parallel with the
placement, providing existing shareholders with an opportunity to participate in the capital raising at the same
offer price as the Shares issued under the Placement.
Together with other funding sources, the combined proceeds of the Placement and SPP will put the Company
in a strong position to progress towards development of its key near-term production assets in the second half
of 2022, helping to realise its vision of becoming a fully-integrated producer of future-facing metals in South
Africa’s Northern Cape Province.
Share Placement Details
The capital raising, which is being conducted via a three-tranche placement to sophisticated and professional
investors, pursuant to Section 708A of the Corporations Act 2001 (Placement), comprises up to 1,000 million fully
paid ordinary shares (Share) at an issue price of 2.0 cents (being ZAR22 cents) per Share and, in respect of the
first two tranches, the issue of up to ~151 million free attaching Options.
The Placement will occur in three stages, being:
• Tranche 1: the Company has received commitments from investors to raise $3.1 million through the issue
of 156 million Shares at an issue price of 2.0 cents (being ZAR22 cents) (together with one free attaching
option for each two Shares issued on the principal terms set out below (Options)), using the Company’s
15% placement capacity under ASX Listing Rule 7.1 (Placement One);
• Tranche 2: the Company has received commitments from investors to raise $2.9 million through the issue
of 145 million Shares at an issue price of 2.0 cents (being ZAR22 cents) per Share (together with one free
attaching Option for each two Shares issued on the terms set out below), including $2 million from Orion
non-executive Director Tom Borman and $0.2 million from Orion’s Chairman Denis Waddell (Placement
Two). The issue of Shares and Options under Placement Two is subject to shareholder approval, to be
sought at a general meeting of Orion shareholders planned to be held in August 2022; and
• Tranche 3: the Company may issue up to an additional 699 million Shares at an issue price of 2.0 cents
(being ZAR22 cents) per Share to raise up to $14 million (subject to shareholder approval, to be sought at
a general meeting of Orion shareholders planned to be held in August 2022) (Placement Three). There are
no Options attaching to any Shares that comprise Placement Three. Orion reserves the right to accept
oversubscriptions.
The 151 million Options (being one option for every two Shares issued under Placement One or Placement Two)
have an exercise price of 2.5 cents (being ZAR27.5 cents) and an expiry date of 30 June 2023. The Options are
not transferrable and will not be quoted on the ASX or the JSE.
Use of Funds
The capital raising, combined with other funding arrangements, will allow Orion to:
• Progress the development of the Company’s Prieska Copper-Zinc Mine, including the commencement of
mine dewatering and the completion of feasibility studies for the Prieska Copper-Zinc Mine Early
Production Scenario;
• Progress the Feasibility Study on the Okiep Copper Project (OCP), the Company’s second advanced near-
term production asset in the Northern Cape;
• Undertake battery precursor product production test work on Jacomynspan nickel-copper-cobalt PGE
Project, its third key asset in the Northern Cape; and
• Progress a significant exploration effort, both at the OCP and across numerous recently defined near-mine
and regional exploration targets across the Areachap Province of the Northern Cape.
Orion’s Managing Director and CEO, Errol Smart, said:
“Considering the events that have unfolded in global financial markets since we entered a trading halt on 10
June 2022, we are very pleased with the support we have received from existing and new investors who have
supported this capital raising.
“We have decided to undertake the placement in three tranches to allow the many investors with whom we
have had positive engagement in recent weeks some additional time to finalise their participation. In addition,
we intend to offer a Share Purchase Plan to allow our loyal existing shareholders to participate at the same
offer price as the Shares issued under the Placement.
“While financial markets have been in turmoil recently, we share the view of many experienced commentators
that the broader battery metals thematic has not gone away. The prices of copper, zinc, nickel and other
future-facing metals are still very strong – and underlying demand from the renewable energy and EV sectors
continues to increase, and will do so for many years to come. With advanced, near-term production assets in
one of the world’s best mining jurisdictions, the Northern Cape, Orion stands ready to play a key role as a
supplier of these metals. The funds raised through this raising will see us take major steps towards realising this
vision.”
Share Purchase Plan
In addition to the Placement, Orion is pleased to announce a share purchase plan (SPP) providing shareholders
an opportunity to increase their shareholding in the Company at the same offer price as the Shares issued
under the Placement.
The Company is offering its shareholders with a registered address in Australia, New Zealand, South Africa, the
European Union (Germany and Netherlands), Jersey (Channel Islands), Mauritius, Seychelles, Singapore and
the United Kingdom as at 7.00pm (Melbourne time) on 21 June 2022 (Eligible Shareholders) the opportunity to
purchase Shares under a SPP. The application for SPP shares will be capped at the statutory maximum of
$30,000 per Eligible Shareholder, across all holdings.
Purpose of the SPP
The SPP offer will give Eligible Shareholders the opportunity to participate in the Company's capital raising on
substantially the same terms on which Shares are being issued under the Company's Placement (refer above).
It is intended that the proceeds of the SPP will be used by the Company principally to progress the development
of the Company’s Prieska Copper-Zinc Mine, including the commencement of mine dewatering and the
completion of feasibility studies for the Prieska Copper-Zinc Mine Early Production Scenario, progress the Okiep
Copper Project feasibility study, and battery precursor product production test work on Jacomynspan nickel-
copper-cobalt PGE project, in the Northern Cape of South Africa and related activities and otherwise for
general working capital purposes.
Details of the SPP
The Company expects that the SPP will open on 28 June 2022 (Orion is expecting to release the SPP booklet to
the ASX on this date) and is expected to close at 7:00pm (Melbourne time) on 5 August 2022.
Under the SPP, each Eligible Shareholder will be entitled to apply for parcels of new Shares from a minimum
parcel of $2,000 (or ZAR20,000) up to a maximum of $30,000 (or ZAR300,000) without incurring brokerage or
transaction costs. The issue price will be 2.0 cents per Share (being ZAR22 cents). This represents a 13% discount
to the volume weighted average price of Orion’s shares on the ASX during the 5 trading days immediately prior
to the announcement date of the SPP.
The Company will issue up to150 million SPP Shares under the SPP at an issue price of 2.0 cents per Share (ZAR22
cents) (being the same issue price as Shares issued under the Placement (refer above)). The Company is
seeking to raise up to $3 million from the issue of SPP Shares. The Company, however, reserves the absolute
discretion to determine the final amount raised under the SPP and may accept oversubscriptions or scale back
any application at Board's discretion.
The SPP Shares will be issued at 2.0 cents per Share (ZAR22 cents). All SPP Shares will be quoted on either the
ASX or JSE (for South African Eligible Shareholders) and will rank equally with other fully paid ordinary shares on
issue. No shareholder approval is necessary in respect of the Shares issued under the terms of the SPP.
The SPP booklet containing further details of the SPP and application forms is expected to be sent to
shareholders shortly. Eligible Shareholders should read the SPP booklet before deciding whether to participate
in the SPP. An indicative timetable for the SPP is set out below.
SPP Important Dates1
Record Date 7:00pm (Melbourne time) on 21 June 2022
Share Purchase Plan offer opens (estimated) 28 June 2022
Share Purchase Plan offer closes 7:00pm (Melbourne time) on 5 August
2022
Share Purchase Plan allocation announcement and Scale-back (if any) 12 August 2022
Issue date for SPP Shares 12 August 2022
Quotation of new SPP Shares 15 August 2022
Dispatch of holding statements for SPP Shares 15 August 2022
1Orion may vary any of the above dates in its absolute discretion by lodging a revised timetable with the ASX and the JSE.
General Meeting
The Company will seek the required shareholder approvals for Tranche 2 and Tranche 3 of the Placement, at
a General Meeting of shareholders planned to be held on or around 11 August 2022.
Appendix 3B filings for the proposed issue of Shares will follow this announcement.
For and on behalf of the Board.
Errol Smart
Managing Director and CEO
22 June 2022
ENQUIRIES
Investors Media JSE Sponsor
Errol Smart – Managing Director & Nicholas Read Monique Martinez
CEO
Denis Waddell – Chairman Read Corporate, Australia Merchantec Capital
T: +61 (0) 3 8080 7170 T: +61 (0) 419 929 046 T: +27 (0) 11 325 6363
E: info@orionminerals.com.au E: nicholas@readcorporate.com.au E: monique@merchantec.co.za
Disclaimer
This release may include forward-looking statements. Such forward-looking statements may include, among other things,
statements regarding targets, estimates and assumptions in respect of metal production and prices, operating costs and
results, capital expenditures, mineral reserves and mineral resources and anticipated grades and recovery rates, and are
or may be based on assumptions and estimates related to future technical, economic, market, political, social and other
conditions. These forward-looking statements are based on management’s expectations and beliefs concerning future
events. Forward-looking statements inherently involve subjective judgement and analysis and are necessarily subject to
risks, uncertainties and other factors, many of which are outside the control of Orion. Actual results and developments may
vary materially from those expressed in this release. Given these uncertainties, readers are cautioned not to place undue
reliance on such forward-looking statements. Orion makes no undertaking to subsequently update or revise the forward-
looking statements made in this release to reflect events or circumstances after the date of this release. All information in
respect of Exploration Results and other technical information should be read in conjunction with Competent Person
Statements in this release (where applicable). To the maximum extent permitted by law, Orion and any of its related bodies
corporate and affiliates and their officers, employees, agents, associates and advisers:
• disclaim any obligations or undertaking to release any updates or revisions to the information to reflect any change in
expectations or assumptions;
• do not make any representation or warranty, express or implied, as to the accuracy, reliability or completeness of the
information in this release, or likelihood of fulfilment of any forward-looking statement or any event or results expressed
or implied in any forward-looking statement; and
• disclaim all responsibility and liability for these forward-looking statements (including, without limitation, liability for
negligence).
Date: 22-06-2022 08:35:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
Sharenet Sites 
