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ORION MINERALS LIMITED - Orion Minerals Raises $6.2M in Strongly-Supported Share Placement to Advance Prieska Copper-Zinc Project

Release Date: 07/08/2020 08:55
Code(s): ORN     PDF:  
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Orion Minerals Raises $6.2M in Strongly-Supported Share Placement to Advance Prieska Copper-Zinc 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”)


Orion Minerals Raises $6.2M in Strongly-Supported Share Placement to Advance Prieska Copper-Zinc Project

Proceeds will strengthen its balance sheet as it progresses pivotal funding and partnering discussions



-   Placement of approximately $6.2M to sophisticated and professional investors at $0.017 per Share.

-   Tembo Capital confirms its continued support by subscribing for $0.3M in the Placement and $2.1M to
    be offset against the Tembo Capital Loan Facility, enabling Orion to repay the Loan Facility in full.

-   Funds to be used to progress final permitting and advance key funding and partnering negotiations for
    the development-ready Prieska Copper-Zinc Project in South Africa’s Northern Cape Province.


Orion Minerals Limited (ASX/JSE: ORN) (Orion or the Company) is pleased to announce a strongly-supported $6.2M
capital raising to progress its development-ready Prieska Copper-Zinc Project in South Africa’s Northern Cape
Province.

The capital raising, which is being conducted via a two-tranche placement to sophisticated and professional
investors, pursuant to Section 708A of the Corporations Act 2001 (Placement), comprises ~365M shares at an issue
price of $0.017 per fully paid ordinary share (Share).

The share placement was strongly supported by existing cornerstone shareholders and new investors, with the
proceeds expected to put Orion in a strong financial position, as it progresses pivotal funding discussions and
advances the previously announced Macquarie-led partnering process for the Prieska Project.

It is proposed that the Placement will occur in two stages, being:

   -     Tranche 1 – 346M Shares, using the Company’s 15% placement capacity under ASX Listing Rule 7.1 to raise
         $5.9M; and
   -     Tranche 2 – 19M Shares to Tembo Capital Mining Fund II LP and its affiliated entities (Tembo Capital), to
         raise $0.3M (subject to shareholder approval, to be sought at a general meeting of Orion shareholders
         planned to be held in September 2020 and Foreign Investment Review Board (FIRB) approval).

In addition to the Placement, Tembo Capital has confirmed its continued support of Orion through subscribing for
$2.1M worth of Shares, at a deemed issue price of $0.017 per Share, being the issue price for Shares issued under
the Placement (subject to shareholder approval and FIRB approval).

Orion announced on 14 May 2020 that a $1.0M unsecured convertible loan facility had been agreed with Tembo
Capital (increased to $2.0M on 29 June 2020) (Loan Facility). Under the terms of the Loan Facility, the Loan Facility
amount, interest and any amount capitalised under the Loan Facility (Outstanding Amount) will be automatically
offset against the amount to be paid by Tembo Capital for the issue and allotment of Shares to Tembo Capital
under any capital raising undertaken by Orion on or before 31 October 2020 (Subscription Amount). As Tembo
Capital’s total Subscription Amount of $2.4M exceeds the Outstanding Amount, the issue of Shares to Tembo
Capital will therefore result in the Loan Facility being repaid in full.

The issue of Shares to Tembo Capital is subject to shareholder approval in accordance with ASX Listing Rule 10.11
and FIRB approval.

Tranche 1 of the Placement is not subject to shareholder approval and is expected to be completed on or around
13 August 2020.

The Company intends to utilise proceeds raised from the Placement to progress the funding and development
the Company’s Prieska Copper-Zinc Project and for general working capital purposes.

Orion’s Chairman, Denis Waddell, commented:

“We are really pleased with the strong level of support received from both existing and new investors as part of
this capital raising, including our long-term cornerstone shareholder Tembo Capital which has once again shown
its commitment to bringing the Prieska mine back into production.

“The strong response to this raising reflects both the strong improvements being seen in copper and zinc prices
and a growing awareness amongst investors of just how shallow the global development pipeline is for both
metals. There are very few fully permitted, development-ready assets anywhere in the world capable of producing
high-quality copper and zinc concentrates over a 10-year plus mine life.

“Prieska is one of the few assets globally that ticks all of these boxes, plus it includes a fully developed underground
mine and surface infrastructure that previously underpinned one of the most successful base metal mines in the
world in the 1970s and 1980s. This raising puts us in a strong position moving into the back end of this year as we
progress funding discussions and move to the final stage of the Macquarie-led partnering process. We are
confident that positive outcomes on any of these fronts will see this world-class asset begin to move rapidly towards
a final investment decision.”


General Meeting

The Company will seek the required shareholder approvals for Tranche 2 of the Placement and conversion of the
Loan Facility to Orion Shares, at a General Meeting of shareholders planned to be held in September 2020. An
application seeking FIRB approval has been submitted on behalf of Tembo Capital.

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

7 August 2020


ENQUIRIES

 Investors                               Media                                    JSE Sponsor
 Errol Smart – Managing Director & CEO   Nicholas Read                            Monique Martinez
 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: 07-08-2020 08:55:00
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