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Tembo Capital extends new $3.6M Loan Facility to advance the Prieska Zinc-Copper Project
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” or “the Company”)
Tembo Capital extends new $3.6M Loan Facility to advance the Prieska Zinc-Copper Project and maturity date of
Convertible Notes extended to 30 September 2019
Private equity group Tembo Capital confirms its continued support of Orion through a $3.6M
Loan Facility.
Loan Facility balance convertible into Orion Shares at a price of 2.6 cents per Share, being the
same conversion price as the existing 2017 Convertible Notes.
Existing Convertible Notes maturity date extended to 30 September 2019.
Completion of bankable feasibility study on track for completion in Q2 2019.
Orion’s Chairman, Denis Waddell, commented:
“We are very pleased with Tembo’s ongoing support as well as the support of the holders of the
Convertible Notes, as it enables the continued rapid advance of the Prieska Zinc-Copper Project
through to the completion of bankable feasibility studies. Our focus is on bringing Prieska into
production as quickly as possible, based on the parameters outlined in the positive Scoping Study
released in December 2018. The BFS is well advanced and on track to be completed in Q2 2019.”
Orion Minerals Limited (ASX/JSE: ORN) (Orion or Company) is pleased to announce that Tembo
Capital Mining Fund II LP (Tembo) continues its strong support of Orion through providing a new
unsecured $3.6M Bridge Loan Facility (Loan Facility).
Under the terms of the Loan Facility, Tembo may at its election, have the balance of the Loan Facility
(including capitalised interest and fees) (Outstanding Amount) repaid by the issue of ordinary shares
in Orion (Shares) to Tembo at a deemed issue price of 2.6 cents per Share (subject to receipt of
Shareholder approval), being the same conversion price as the 2017 Convertible Notes.
Proceeds from the Loan Facility will be used principally to progress the the bankable feasibility study
,which is on track for completion in Q2 2019 and to repay the current Bridge Loan ($0.6M).
The key terms of the Loan Facility are:
? Loan Facility Amount: Up to $3.6M, available in two tranches. The first tranche is to be in one
instalment of $0.6M to repay all amounts owing under the current Bridge Loan, with further
tranches to be in minimum instalments of $1M each;
? Interest: Capitalised at 12% per annum accrued daily on the amount drawn down;
? Repayment: Tembo may elect for repayment of the Outstanding Amount to be satisfied by
the issue of Shares by the Company to Tembo at a deemed issue price of 2.6 cents per
Share, subject to receipt of Shareholder approval. The Outstanding Amount must be repaid
by 25 January 2020, or if Tembo elects to receive Shares in repayment of the Outstanding
Amount in lieu of payment in cash, the date on which the Shares are to be issued to Tembo
(or such later date as may be agreed between Tembo and Orion);
? Establishment fee:
o Cash - capitalised 5% of the Loan Facility Amount, payable on the Repayment date;
and
o Options - 11M unlisted Orion options, exercisable at a price of 3.0 cents per option,
expiring on the date which is 5 years after the date of issue of the options, provided
that Orion's obligation to issue Shares on exercise of the options is subject to receipt
of shareholder approval.
? Security: Loan Facility is unsecured.
About Tembo
Tembo is a private equity group targeting junior and mid-tier mining investment opportunities in
developing countries. Tembo has technical and financial experience with in-house expertise in the
fields of geology, mine engineering, metallurgy, mining finance and private equity. This experience,
coupled with a strong network of relationships in the mining industry, enables Tembo to add long-
term value to its investments through technical input, strategic guidance, financial structuring
advice and industry introductions. Tembo aims to work collaboratively with its investee companies
through a long term partnership-type approach.
Extension of Maturity Date of Convertible Notes
On 7 February 2017 Orion announced a proposed capital raising through the issue of convertible
notes to various sophisticated and professional investors, each with a face value of 2.6 cents
(Convertible Notes). The Company obtained Shareholder approval for the issue of the Convertible
Notes on 13 March 2017 and on 17 March 2017, the Company announced the issue of 232.69M
Convertible Notes to the value of $6.05M (each with a face value of 2.6 cents). Key terms of the
Convertible Notes are set out in the Company’s ASX release dated 8 March 2017.
In accordance with the Convertible Note terms, the Maturity Date of each Convertible Note was 17
March 2019.
In support of the ongoing capital requirements of the Company, the Noteholders have approved
extension of the Maturity Date from 17 March 2019 to 30 September 2019.
Denis Waddell
Chairman
25 January 2019
ENQUIRIES
Investors Media JSE Sponsor
Errol Smart – Managing Nicholas Read Barnaby Hayward Rick Irving
Director & CEO
Denis Waddell – Chairman Read Corporate, Australia Tavistock, UK Merchantec Capital
T: +61 (0) 3 8080 7170 T: +61 (0) 419 929 046 T: +44 (0) 787 955 1355 T: +27 (0) 11 325 6363
E: info@orionminerals.com.au E: nicholas@readcorporate.com.au E: orion@tavistock.co.uk E: rick@merchantec.co.za
Suite 617, 530 Little Collins Street
Melbourne, VIC, 3000
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: 25/01/2019 08:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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