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Alphamin Resources Corp. closes C$56 million equity financing (US$44.3 million)
Alphamin Resources Corp.
Continued in the Republic of Mauritius
Date of incorporation: 12 August 1981
Corporation number: C125884 C1/GBL
TSX-V share code: AFM
JSE share code: APH
ISIN: MU0456S00006
(“Alphamin” or the “Company”)
ALPHAMIN RESOURCES CORP. CLOSES C$56 MILLION EQUITY FINANCING (US$44.3 MILLION)
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR PUBLICATION, RELEASE OR DISSEMINATION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN THE UNITED STATES,AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN
WHICH IT WOULD BE UNLAWFUL TO DO SO. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A
VIOLATION OF THE SECURITIES LAWS OF SUCH JURISDICTIONS.
Alphamin Resources Corp. (AFM: TSXV, “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
Mauritius
22 January 2018
Alphamin Resources Corp.
Alphamin’s registered office and postal address:
C2-202, Level 2, Office Block C, La Croisette, Grand Baie, Mauritius
Telephone: + 44 759 556 7793
Website: http://alphaminresources.com
JSE Sponsor
Nedbank Limited (acting through its Corporate and Investment Banking Division)
____________________________________________________________________________________________________
EDITORS NOTES:
FOR MORE INFORMATION, PLEASE CONTACT:
Boris Kamstra Alphamin Resources Corp.
Chief Executive Officer Tel: +230 269 4166
E-mail: boris.kamstra@alphaminresources.com
Grand Baie, Mauritius
For more media information or interview requests, please contact the Stone team on
alphaminteam@stoneconsult.net or +27 11 447 0168.
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this News
Release.
ISSUED ON BEHALF OF THE BOARD OF DIRECTORS OF ALPHAMIN RESOURCES CORP. BY:
Boris Kamstra, Chief Executive Officer
Tel: +230 269 4166
Grand Baie, Mauritius
CAUTION REGARDING FORWARD LOOKING STATEMENTS
Information in this news release that is not a statement of historical fact constitutes
forward-looking information. Forward-looking statements contained herein include, without limitation,
statements relating to the intended completion of additional financing and the anticipated use of
funds from such financing, the participation of Tremont and other stakeholders, the satisfaction of
conditions precedent under the Credit Facility, the Company’s intentions to raise the balance of
funding required to complete construction of the Project and the sources thereof, additional
subscription by IDC, costs of production, success of mining operations, the ranking of the project in
terms of cash cost and production, economic return estimates, social, community and environmental
impacts, and continued positive discussions and relationships with local communities and stakeholders.
Forward-looking statements are based on assumptions management believes to be reasonable at the time
such statements are made. There can be no assurance that such statements will prove to be accurate,
as actual results and future events could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on forward-looking statements. Although Alphamin
has attempted to identify important factors that could cause actual results to differ materially from
those contained in forward-looking statements, there may be other factors that cause results not to be
as anticipated, estimated or intended. Factors that may cause actual results to differ materially from
expected results described in forward-looking statements include, but are not limited to: Alphamin’s
ability to secure sufficient financing to advance and complete the Project, uncertainties associated
with Alphamin’s resource and reserve estimates, uncertainties regarding the estimation of future costs,
uncertainties regarding global supply and demand for tin and market and sales prices, uncertainties
associated with securing off-take agreements and customer contracts, uncertainties with respect to social,
community and environmental impacts, adverse political events, uncertainties with respect to optimization
opportunities for the Project,as well as those risk factors set out in the Company’s Management Discussion
and Analysis and other disclosure documents available under the Company’s profile at www.sedar.com.
Forward-looking statements contained herein are made as of the date of this news release and Alphamin
disclaims any obligation to update any forward-looking statements, whether as a result of new information,
future events or results or otherwise, except as required by applicable securities laws.
Date: 23/01/2018 09:10:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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