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Oversubscribed Capital Raising to Progress Prieska Zinc-Copper Project and Exploration Programs in the Northern Cape
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
OVERSUBSCRIBED CAPITAL RAISING TO PROGRESS PRIESKA ZINC-COPPER PROJECT AND
EXPLORATION PROGRAMS IN THE NORTHERN CAPE, SOUTH AFRICA
- Oversubscribed $11M placement to sophisticated and professional investors at $0.037 per Share.
- Placement funds to primarily advance the Prieska Zinc-Copper Project bankable feasibility study and
to continue exploration programs on the Company’s highly prospective tenements located in the
Northern Cape, South Africa.
- In addition to the $11M placement, Tembo Capital confirms its continued support through subscribing
for a further $6.3M in Shares in Orion which will increase its holding in Orion to 22.99%.
- Tembo Capital’s $6.3M Share subscription will enable Orion to reduce the Tembo Capital Loan Facility
to $0.60M.
- Shareholder approval to be sought for Orion’s Chairman, Mr Denis Waddell, to subscribe for $0.25M
in Shares at the same price as the Placement Shares.
Orion Minerals Ltd (ASX/JSE: ORN) (Orion or the Company) is pleased to announce an $11M capital raising
at an issue price of $0.037 per fully paid ordinary share (Share), to be conducted via a placement to
sophisticated and professional investors (Placement).
It is proposed that the Placement will occur in two stages, being:
- Tranche 1 – 91.6M Shares using the Company’s 15% placement capacity under ASX Listing Rule 7.1
to raise $3.4M; and
- Tranche 2 – 205.7M Shares to raise $7.6M (subject to shareholder approval, to be sought at a General
Meeting planned to be held in early August 2018).
Petra Capital and Euroz acted as joint bookrunners and lead managers to the Placement.
Proceeds from the Placement will be used principally to finalise the bankable feasibility study on the Company’s
flagship Prieska Zinc-Copper Project, which is scheduled to be completed late 2018 or early 2019. Funds will
also be used to continue exploration programs on the Company’s highly prospective tenements located in the
Northern Cape, South Africa and for working capital.
In addition to the Placement, Tembo Capital Mining Fund II LP and its affiliated entities (Tembo Capital), has
confirmed its continued support of Orion through subscribing for $6.3M in Shares, at an issue price of $0.037
per Share, being the issue price for Shares issued under the Placement. The issue of Shares to Tembo Capital
will be subject to shareholder approval in accordance with ASX Listing Rule 7.1 and will occur in two stages
being:
- 101M Shares, resulting in Tembo Capital's shareholding increasing to 19.99%; and
- 69.9M Shares, resulting in Tembo Capital's shareholding increasing to 22.99%, in reliance on the 3%
creep exemption available under item 9 of section 611 of the Corporations Act.
Orion announced on 18 August 2017 that it had entered into a loan facility agreement with Tembo Capital,
pursuant to which Tembo Capital has advanced $6M in funds to Orion (excluding capitalised interest and fees)
(Loan Facility). Orion has agreed with Tembo, that Tembo Capital’s Share subscription will be issued in
consideration for reducing the amount re-payable to Tembo Capital under the Loan Facility at a deemed issue
price of $0.037 per Share, being the same issue price as the Shares being offered under the Placements. The
balance of the Loan Facility will be reduced by $6.3M (being the value of Shares subscribed for by Tembo).
The balance of the Loan Facility (including accrued interest) following this repayment will be approximately
$0.6M.
In addition, the Company will also seek shareholder approval at the General Meeting pursuant to ASX Listing
Rule 10.11 to enable the Chairman, Denis Waddell, to subscribe for 6.8M Shares at the same issue price as
the Shares being offered under the Placements to raise $0.25M.
Orion’s Chairman, Denis Waddell, commented:
“We are delighted with the support received from new and existing shareholders and welcome a number of
new institutional investors to the register. The quality of support for the Placement signals the change in
investment grade of the Company as it moves closer to its production goals. The Placement, in addition to the
recent sale of the Company’s Queensland tenements to Evolution Mining for $2.5M, a $5M share placement
to Independence Group NL and the $6.3M share placement to Tembo, significantly strengthens the Company’s
financial position for future growth.”
Orion’s Managing Director and CEO, Errol Smart, commented:
“We look forward to putting investors funds to work. Our primary focus is Prieska, however, given the quantum
of funds raised under the placements, we are also in the fortunate position of being able to invest in the
exploration of our highly prospective landholdings that present significant potential further upside for
shareholders”.
General Meeting
The Company will seek the required shareholder approvals for the Placement at a General Meeting of
shareholders planned to be held in early August 2018. In addition, approval will also be sought at the General
Meeting for Tembo and Orion’s Chairman, Mr Denis Waddell, to subscribe for Shares at the same price as the
Placement Shares.
Denis Waddell
Chairman
25 June 2018
ENQUIRIES
Investors JSE Sponsor
Errol Smart – Managing Director & CEO Rick Irving
Denis Waddell – Chairman Merchantec Capital
T: +61 (0) 3 8080 7170 T: +27 (0) 11 325 6363
E: info@orionminerals.com.au E: rick@merchantec.co.za
Suite 617, 530 Little Collins Street
Melbourne, VIC, 3000
Media
Michael Vaughan Barnaby Hayward
Fivemark Partners, Australia Tavistock, UK
T: +61 (0) 422 602 720 T: +44 (0) 207 920 3150
E: michael.vaughan@fivemark.com.au E: orion@tavistock.co.uk
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: 25/06/2018 08:43:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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