ALPHAMIN RESOURCES CORPORATION - Equity financing of US$15mil to further construction activities at the Bisie Tin Project and resignation of director

Release Date: 25/05/2018 17:47
Code(s): APH
 
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Equity financing of US$15mil to further construction activities at the Bisie Tin Project and resignation of director

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”)

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR PUBLICATION, RELEASE OR
DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN THE UNITED STATES,
AUSTRALIA, 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.

EQUITY FINANCING OF US$15 MILLION TO FURTHER
CONSTRUCTION ACTIVITIES AT THE BISIE TIN PROJECT AND RESIGNATION OF DIRECTOR

MAURITIUS – May 25, 2018 – Alphamin Resources Corp. (AFM: TSXV, “Alphamin”, or the “Company”) is
pleased to announce that it intends to raise approximately C$19.2 million (US$15.0 million) by way of a non-
brokered private placement (the “Private Placement”) to fund the continued development of the Company’s
80.75% owned Bisie Tin Project (the “Project”) and for general corporate purposes.

The Private Placement is intended to be completed with the Company’s 44.86% shareholder, Tremont Master
Holdings (“Tremont”), for up to 76,800,000 common shares of the Company (the “Common Shares”) at a price
of C$0.25 per Common Share. The number of Common Shares being subscribed for by Tremont will be reduced
in the event other investors participate in the Private Placement, subject to a minimum subscription by Tremont of
44.86% of the Private Placement.

The Company is partnering in the development of the Project with the Government of the Democratic Republic of
Congo, which has a free carried interest of 5%, and the Industrial Corporation of South Africa (the “IDC”), which
has an interest of 14.25%.

Completion of the Private Placement is subject to customary conditions, including the approval of the TSX
Venture Exchange (the “TSXV”) and all other necessary regulatory approvals. The Private Placement is
expected to close on or about June 18, 2018.

All of the Common Shares sold pursuant to the Private Placement will be subject to a four month hold period
which will expire four months and one day from the date of closing of the Private Placement.

The Company has also called the next drawdown (the “Draw”) pursuant to the previously announced credit
facility of up to US$80 million (the “Credit Facility”), which is expected to be received in early June. In addition,
the Company intends to convert, subject to TSXV approval, US$3.396 million of debt which will become due to
Sprott Private Resource Lending (Collector), L.P., Tremont Master Holdings and Barak Fund SPC Limited
concurrently with the Draw in accordance with the terms of the Credit Facility, into 17,389,387 Common Shares at
the same price per share as the Private Placement.

All amounts have been translated using exchange rates of USD1: CAD1.28, being the exchange rate prevailing
on May 23, 2018.

Additional equity funding from the Industrial Development Corporation of South Africa (“IDC”) in the amount of
approximately US$7.1 million has also been approved in the Company’s 80.75% owned subsidiary, Alphamin
Bisie Mining SA (“ABM”). The investment maintains the IDC’s 14.25% shareholding in ABM.

The Company also announces that it has received and accepted the resignation of Bernard Swanepoel, a non-
executive director of the Company. The resignation takes effect from May 28, 2018. The Company wishes to
thank Mr. Swanepoel for his contribution as director of the Company.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale
of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any
of the securities in the United States of America. The securities have not been and will not be registered under
the United States Securities Act of 1933 (the “1933 Act”) or any state securities laws and may not be offered or
sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under
the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from
such registration requirements is available.

FOR MORE INFORMATION, PLEASE CONTACT:

Boris Kamstra
Chief Executive Officer
Alphamin Resources Corp.
Tel: +230 269 4166
E-mail: boris.kamstra@alphaminresources.com
Grand Baie, Mauritius

25 May 2018

JSE Sponsor
Nedbank Limited (acting through its Corporate and Investment Banking Division)


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 terms and
intended completion of the Private Placement, the anticipated use of funds from the Private Placement, the
anticipated additional debt drawdown, the participation of the IDC and other stakeholders, 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 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.

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.

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