TORONTO, Nov. 11, 2021 (GLOBE NEWSWIRE) —( ; OTCQX: TPRFF) announced today the release of its unaudited interim condensed consolidated financial statements and accompanying management’s discussion and analysis (MD&A) for the three and nine months ended September 30, 2021. All financial figures contained herein are expressed in U.S. dollars (“USD”) unless otherwise noted.
Third Quarter and First Nine Months 2021 Highlights
- Gran Colombia is continuing to implement its strategy to grow through diversification while returning value to its shareholders through its monthly dividend program.
- On June 4, 2021, Gran Colombia acquired all of the shares of
Corp (“Gold X”) it did not already own and then closed a $300 million offering on August 9, 2021 of 6.875% Senior Unsecured Notes due 2026 (the “Senior Notes”) to fund the development of the Toroparu Project in Guyana, to prepay the remaining $18.0 million balance of its Gold Notes in September and for general corporate purposes. The Company is nearing completion of an updated mineral resource estimate and preliminary economic assessment (“PEA”) for the Toroparu Project incorporating the high-grade results from the 2020-2021 drilling program undertaken by Gold X and expects to announce the results in December.
- Gran Colombia’s gold production from its Segovia Operations totaled 49,848 ounces in the third quarter of 2021 compared with 51,555 ounces in the third quarter of 2020. Total gold production from Segovia for the first nine months of 2021 amounted to 151,104 ounces compared with 146,278 ounces in the first nine months last year. In October 2021, Segovia’s gold production was 19,456 ounces bringing the Company’s trailing 12-months total gold production from its Segovia Operations at the end of October 2021 to 203,739 ounces, up 4% over 2020. The Company remains on track with its annual production guidance and has narrowed the range to between 203,000 to 210,000 ounces of gold from Segovia in 2021. Including Marmato production up to February 4, 2021, consolidated gold production for the first nine months of 2021 was 153,532 ounces compared with 162,929 ounces in the first nine months last year.
- Gran Colombia is adding revenue diversification at its Segovia Operations through a new polymetallic recovery plant that will recover commercial quantities of zinc and lead as well as gold and silver into concentrate from its tailings. The Company completed construction of the plant in the third quarter of 2021 and the plant is currently in the commissioning process with first concentrate production expected in the fourth quarter of this year.
- Consolidated revenue amounted to $90.7 million and $289.0 million in the third quarter and first nine months of 2021, respectively, compared with $113.1 million and $291.2 million in the third quarter and first nine months, respectively, of 2020. Spot gold prices in the third quarter of 2021 were lower than the same quarter a year ago, decreasing the Company’s realized gold price (1) by 5% to an average of $1,784 per ounce sold in the third quarter of 2021 compared with an average of $1,875 per ounce sold in the third quarter last year. Revenue in the third quarter and first nine months of 2020 also included $13.3 million and $30.2 million, respectively, from the Marmato mining operations.
- At the Segovia Operations, total cash costs (1) averaged $845 per ounce in the third quarter of 2021, compared with $722 per ounce in the third quarter of 2020, bringing the average for the first nine months of 2021 to $812 per ounce compared with $659 per ounce in the first nine months last year. During the third quarter of 2020, the Company increased the payment rates for material sourced from its contract miner and the small-scale miners in its Segovia title which had not changed since 2017. Segovia’s total cash cost per ounce sold in the third quarter of 2021 reflected an increased proportion of its material coming from these higher grade, higher cost sources in response to the scheduled maintenance shutdown at the plant in July. Including the Marmato mining operations, consolidated total cash costs were $825 per ounce in the first nine months of 2021 compared with $725 per ounce in the first nine months last year.
- All-in sustaining costs (“AISC”) (1) per ounce sold for the Segovia Operations were $1,218 and $1,145 in the third quarter and first nine months, respectively, of 2021 compared with $1,031 and $939 in the third quarter and first nine months, respectively, of 2020. The year-over-year increase in Segovia’s AISC in 2021 reflects (i) the increased total cash costs as described above and (ii) an increase in exploration and mine geology, mine development and other sustaining capital expenditures. Sustaining capital expenditures at Segovia amounted to $30.9 million in the first nine months of 2021, up from $22.2 million in the first nine months last year which reflected a slowdown in activity in 2020 during the COVID-19 national quarantine in Colombia that delayed many of the Company’s initiatives until later in 2020. Including Marmato, consolidated AISC in the first nine months of 2021 was $1,122 per ounce compared with $1,014 per ounce in the first nine months last year.
- Adjusted EBITDA (1) amounted to $39.9 million for the third quarter of 2021 compared with $56.7 million in the third quarter last year. This brings the total adjusted EBITDA for the first nine months of 2021 to $134.3 million compared with $144.7 million in the first nine months of 2020. Adjusted EBITDA in the third quarter and first nine months of 2020 included $2.4 million and $4.6 million, respectively, from the Marmato mining operations.
- Net cash provided by operating activities in the third quarter of 2021 was $26.7 million compared with $68.0 million in the third quarter last year. For the first nine months of 2021, net cash provided by operating activities amounted to $53.1 million compared with $106.9 million in the first nine months last year reflecting the increase in income tax payments in 2021, changes in non-cash working capital items, including the impact from the delay in receiving 2021’s VAT refund claims, and the reduction in adjusted EBITDA from the Segovia Operations in the current year resulting from the increase in production costs and social programs expenses.
- Free Cash Flow (1) in the third quarter of 2021 was $12.1 million compared with $53.7 million in the third quarter of 2020 bringing the total Free Cash Flow for the first nine months of 2021 to $11.6 million compared with $67.8 million in the first nine months of 2020. In addition to an increased level of sustaining capital expenditures in the current year, non-sustaining capital expenditures in the first nine months of 2021 included $6.8 million at its Segovia Operations associated with the Maria Dama plant expansion, construction of the new polymetallic plant and the brownfield exploration program and $2.4 million to advance the PEA and pre-construction activities at its Toroparu Project.
- The Company’s balance sheet benefitted from the Senior Notes financing, raising its cash position to $329.6 million and working capital to $331.5 million at the end of September 2021. S&P Global Ratings and Fitch Ratings have each issued B+ ratings for the Company’s Senior Notes issued in August 2021.
- The Company returned a total of $11.2 million to shareholders in the first nine months of 2021 with payment of its monthly dividends totaling $8.0 million and the repurchase of 702,000 shares for cancellation at a cost of $3.2 million. The Company renewed its NCIB in October 2021.
- The Company reported net income of $25.3 million ($0.26 per share) in the third quarter of 2021 compared with $18.0 million ($0.39 per share) in the third quarter of 2020 reflecting an improvement in other income (expense) items and lower income tax expense which more than offset the impact of lower income from operations in the third quarter of 2021. For the first nine months of 2021, net income amounted to $173.4 million ($2.32 per share) compared with $23.7 million ($0.53 per share) in the first nine months last year. Although net income in the first nine months of 2021 reflected the impact of lower income from operations this year, it benefitted from other income items including the $56.9 million gain on loss of control of Aris, the $52.1 million gain on financial instruments (compared with a $21.3 million loss on financial instruments in the first nine months last year) and the $8.9 million gain on sale of the Zancudo Project. Net income in the first nine months of 2021 included Aris Transaction costs of $9.8 million while net income in the first nine months of 2020 included Bluenose RTO Transaction costs of $16.7 million.
- Adjusted net income (1) for the third quarter of 2021 was $14.4 million ($0.15 per share) compared with $29.5 million ($0.47 per share) in the third quarter last year. For the first nine months of 2021, adjusted net income totaled $59.9 million ($0.78 per share) compared with $68.2 million ($1.14 per share) in the first nine months last year. The year-over-year decrease in adjusted net income in the third quarter and first nine months of 2021 largely reflects the impact of the factors noted above regarding revenue and total cash costs per ounce on adjusted EBITDA, partially offset by a decrease in income tax expense.
- The Company added a 27% equity interest in Denarius Silver Corp. (“Denarius”) to its portfolio in the first nine months of 2021, giving it exposure to the Lomero-Poyatos polymetallic deposit located in Spain, in close proximity to the Matsa JV project in the Iberian Pyrite Belt, and to the Guia Antigua and Zancudo Projects in Colombia. Denarius, fully funded to carry out its current exploration campaigns, commenced drilling at its Guia Antigua Project in mid-2021 and in October, commenced a 23,500 meters drilling campaign at its Lomero Project designed to validate some selected historical holes drilled within the existing mine and then conduct a 50×50 meters in-fill drilling program in the lower levels of the same mine.
- Gran Colombia remains committed to the health and safety of its employees, and through COMFAMA Colombia, was the first mining company in Antioquia to secure COVID-19 vaccines to immunize its employees and their families in the third quarter of 2021. Published in June 2021, the Company’s inaugural sustainability report reflects a focused effort on measuring and disclosing its Environmental, Social and Governance (“ESG”) priorities and performance moving forward.
Selected Financial Information
|Third Quarter||Nine Months|
|Gold produced (ounces)||49,848||58,454||153,532||162,929|
|Gold sold (ounces)||50,171||59,633||158,326||168,412|
|Average realized gold price ($/oz sold) (1)||$||1,784||$||1,875||$||1,798||$||1,712|
|Total cash costs ($/oz sold) (1)||845||796||825||725|
|AISC ($/oz sold) (1)||1,218||1,122||1,160||1,014|
|Financial data ($000’s, except per share amounts)|
|Adjusted EBITDA (1)||39,937||56,688||134,255||144,688|
|Net income (loss)||25,258||18,027||173,362||23,704|
|Per share – basic||0.26||0.39||2.32||0.53|
|Per share – diluted||0.20||0.17||1.54||0.52|
|Adjusted net income (1)||14,354||29,503||69,858||68,239|
|Per share – basic||0.15||0.47||0.78||1.14|
|Per share – diluted||0.13||0.40||0.68||0.96|
|Net cash provided by operating activities||26,738||68,024||53,141||106,884|
|Free cash flow (1)||12,132||53,677||11,645||67,751|
|September 30,||December 31,|
|Balance sheet ($000’s):|
|Cash and cash equivalents||$||329,567||$||122,508|
|Gold bullion (2)||1,743||–|
|Senior Notes due 2026 – principal amount outstanding (3)||300,000||–|
|Gold Notes, including current portion – principal amount outstanding (4)||–||35,525|
|Convertible Debentures – principal amount outstanding (5)||CA18,000||CA$20,000|
|(1)||Refer to “Non-IFRS Measures” in the Company’s MD&A.|
|(2)||Commencing the third quarter of 2021, the Company is maintaining a portion of its liquidity in gold bullion. As at September 30, 2021, the Company had 1,000 ounces in its gold bullion account.|
|(3)||The Senior Notes were issued in August 2021 and are recorded in the Interim Financial Statements at amortized cost. At September 30, 2021, the carrying amount of the Senior Notes outstanding, including accrued interest of $2.9 million, was $289.4 million.|
|(4)||The Gold Notes were recorded in the Interim Financial Statements at fair value and were fully redeemed in September 2021. At September 30, 2021 and December 31, 2020, the carrying amounts of the Gold Notes outstanding were $Nil and $38.5 million, respectively.|
|(5)||The Convertible Debentures are recorded in the Interim Financial Statements at fair value. At September 30, 2021 and December 31, 2020, the carrying amounts of the Convertible Debentures outstanding were $18.3 million and $28.4 million, respectively.|
Third Quarter 2021 Results Webcast
As a reminder, Gran Colombia will host a conference call and webcast on Friday, November 12, 2021 at 9:00 a.m. Eastern Time to discuss the results.
Webcast and call-in details are as follows:
|Live Event link:||https://edge.media-server.com/mmc/p/wyypvtrs|
|Canada Toll / International:||1 (514) 841-2157|
|North America Toll Free:||1 (866) 215-5508|
|Colombia Toll Free:||01 800 9 156 924|
A replay of the webcast will be available at www.grancolombiagold.com from Friday, November 12, 2021 until Friday, December 10, 2021.
Gran Colombia is a mid-tier gold producer with a proven track record of mine building and operating in Latin America. In Colombia, the Company is currently the largest underground gold and silver producer with several mines in operation at its high-grade Segovia Operations. In Guyana, the Company is advancing the Toroparu Project, one of the largest undeveloped gold projects in Latin Americas. Gran Colombia also owns an approximately 44% equity interest in( ) (Colombia – Marmato), an approximately 27% equity interest in ( ) (Spain – Lomero-Poyatos; Colombia – Guia Antigua and Zancudo) and an approximately 26% equity interest in ( ) (Nunavut – Meadowbank).
Cautionary Statement on Forward-Looking Information:
This news release contains “forward-looking information”, which may include, but is not limited to, statements with respect to the continuation of operations during the COVID-19 situation, production guidance, and other anticipated business plans or strategies. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or variations (including negative variations) of such words and phrases, or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Gran Colombia to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Factors that could cause actual results to differ materially from those anticipated in these forward-looking statements are described under the caption “Risk Factors” in the Company’s Annual Information Form dated as of March 31, 2021 which is available for view on SEDAR at www.sedar.com. Forward-looking statements contained herein are made as of the date of this press release and Gran Colombia disclaims, other than as required by law, any obligation to update any forward-looking statements whether as a result of new information, results, future events, circumstances, or if management’s estimates or opinions should change, or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements.
For Further Information, Contact:
Chief Financial Officer
Tantalex Resources Corporation Provides Exploration and Corporate Update
Toronto, Ontario – TheNewswire – December 3, 2021 – Tantalex Resources Corporation (CSE:TTX) (CNSX:TTX.CN) (“Tantalex” or the “Corporation”),…
Toronto, Ontario – TheNewswire – December 3, 2021 – () (CNSX:TTX.CN) (“Tantalex” or the “Corporation”), is pleased to provide an update on its exploration and corporate activities.
Manono Lithium Tailings Project
Drilling on the Manono Lithium Tailings Project (the “Tailings Project”) is now completed with a total of 9,279m of aircore drilling and 980m of Cobra drilling. Sample preparation is ongoing and being sent to the ALS laboratory in Ireland for assaying. Initial batch of 1080 samples have arrived in Ireland since mid November but results are still pending due to extended delays in customs clearance.
Exploration on Pegmatite Corridor
Tantalex would also like to confirm that road and drill pad preparation to begin drilling on the near surface pegmatite occurrences along the Corridor are completed and that drilling is expected to commence in the coming days.
The objective with this drill program is to test near surface pegmatites in areas of known tin and tantalum occurrences for potential lithium content.
As indicated in our press release of November 1st, the pegmatite corridor is downstrike from the historical Manono Kitotolo mine where AVZ Minerals have recently published a 400M ton resource report with average Li2O grades of 1,65%. (AVZ Minerals, Definitive Feasibility Study, Manono Lithium & Tin Project, April 21,2020).
The Manono region is set to become an important tier one supplier of lithium with AVZ Minerals recently announcing an investment of USD $240 million dollars for a 24% stake in their Manono Lithium project from CATH, a private investment entity jointly owned by Mr. Pei Zhenhua and Contemporary Amperex Technology Co. Limited (“CATL”),
MOU with XIMEI
Tantalex is also pleased to announce that it is currently in ongoing discussions with Ximei Resources Holding Ltd. (“Ximei”) to enter into a definitive agreement that will replace and supersede the memorandum of understanding (the “MOU”) previously announced on February 18, 2021. Completion of such negotiation shall be subject to XIMEI’s formal confirmation and public announcement. The definitive agreement will provide the framework for a strategic partnership between Tantalex and Ximei, whereby the parties will collaborate in conducting a feasibility study and ultimately establish a tantalum refining plant in the Manono region, Tangyanika Province, in the Democratic Republic of Congo (the “Region”) should all underlying requirements set forth in the definitive agreement be fulfilled. The refining plant will be intended to treat the tantalum concentrate produced by Tantalex and other local cooperatives in the Region with whom Tantalex has established business partnerships.
The Region is richly endowed with coltan and cassiterite, which is often closely associated to the numerous lithium pegmatites. Based on Tantalex’s exploration and resource definition activities on the Tailings Project and along the Pegmatite Corridor, Tantalex considers that an annual production of 50-80t of net metal is achievable on its concessions. Given the eluvial and alluvial nature of the coltan and cassiterite, semi-industrial production of tantalum and tin concentrate could potentially start as early as Q3 2022 on Tantalex’s concessions.
Tantalex is pleased to announce that it intends to amend its articles of incorporation to give effect to a name change of the Corporation to “Tantalex Lithium Resources Corp.”, which will allow for an accurate reflection of the nature of its lithium exploration and development objectives and short-term endeavours. The name change and the amendment of the Corporation’s articles of incorporation will be subject to the approval of the shareholders and will be a matter to be voted upon during the Corporation’s next annual general and special shareholders meeting set to occur no later than as of the 3rd week of January 2022.
The company also confirms that AfriMet Resources has fully exercised their 50,000,000 warrants and, as a result, their current shareholding in Tantalex stands at 28%.
An additional 5,000,000 warrants have been exercised and a $100,000 convertible debenture issued in 2018 in consideration of a loan has been converted into 2,520,000 common shares of the Corporation at a per-share price of $0.05, the whole in accordance with Canadian Securities Exchange guidelines.
The scientific and technical content of this news release has been reviewed and approved by Mr. Gary Pearse MSc, P. Eng, who is a “Qualified Person” as defined by National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”).
Cautionary Note Regarding Forward Looking Statements
The information in this news release includes certain information and statements about management’s view of future events, expectations, plans and prospects that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward looking statements. Although TANTALEX believes that the expectations reflected in forward looking statements are reasonable, it can give no assurances that the expectations of any forward looking statements will prove to be correct. Except as required by law, TANTALEX disclaims any intention and assumes no obligation to update or revise any forward looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise.
The Canadian Securities Exchange (CSE) has not reviewed this news release and does not accept responsibility for its adequacy or accuracy.
ON BEHALF OF THE BOARD
President and Chief Executive Officer
For more information, please contact:
President & CEO
Email: [email protected]
Copyright (c) 2021 TheNewswire – All rights reserved.
Critical Elements Closes $30 Million Bought Deal Public Offering of Units
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.MONTRÉAL, QC / ACCESSWIRE / December 3, 2021 / Critical Elements…
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.
MONTRÉAL, QC / ACCESSWIRE / December 3, 2021 /( )(FSE:F12) (“Critical Elements” or the “Corporation“) announces that it has closed today its previously announced bought deal financing (the “Offering“). Pursuant to the Offering, Critical Elements issued 17,152,250 units of the Corporation (the “Units“) at a price of $1.75 per Unit (the “Offering Price“) for gross proceeds of $30,016,437.50. This includes 2,237,250 Units issued in connection with the exercise in full of the over-allotment option granted to the Underwriters (as defined below) under the Offering.
Each Unit consists of one common share in the capital of the Corporation (a “Common Share“) and one-half of one Common Share purchase warrant (each full warrant, a “Warrant“). Each Warrant entitles the holder thereof to acquire one Common Share at an exercise price of $2.50 for a period of 24 months following the closing of the Offering.
The Offering was completed through a syndicate of underwriters co-led by Cantor Fitzgerald Canada Corporation and Stifel Nicolaus Canada Inc. (the “Lead Underwriters“), Paradigm Capital Inc., Beacon Securities Limited and Red Cloud Securities Inc. (collectively, with the Lead Underwriters, the “Underwriters“).
As consideration for the services provided by the Underwriters in connection with the Offering, the Underwriters received: (a) a cash commission of $1,699,923.75 equal to 6% of the gross proceeds of the Offering (reduced to 3% for certain subscribers on the “President’s List“); and (b) 1,029,135 broker warrants (the “Broker Warrants“) equal to 6% of the number of Units issued under the Offering. Each Broker Warrant is exercisable to acquire one Unit of the Corporation at a price equal to the Offering Price for a period of two years after the closing of the Offering.
The vast majority of the net proceeds will be used by the Corporation to fund development of the Rose Property and also for general corporate purposes, as more fully described in the short form prospectus of the Corporation dated November 29, 2021.
The Units have been offered by way of short form prospectus in each of the provinces of Canada, pursuant to National Instrument 44-101 – Short Form Prospectus Distributions. The Units, Common Shares and Warrants have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any U.S. state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the “United States” or “U.S. persons” (as such terms are defined in Regulation S under the U.S. Securities Act) absent registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an exemption therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities to, or for the account or benefit of, persons in the United States or U.S. persons, nor will there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Critical Elements aspires to become a large, responsible supplier of lithium to the flourishing electric vehicle and energy storage system industries. To this end, Critical Elements is advancing the wholly owned, high purity Rose lithium project in Quebec. Rose is the Corporation’s first lithium project to be advanced within a land portfolio of over 700 square kilometers. In 2017, the Corporation completed a feasibility study on Rose for the production of spodumene concentrate. The internal rate of return for the Project is estimated at 34.9% after tax, with a net present value estimated at C$726 million at an 8% discount rate. In the Corporation’s view, Quebec is strategically well-positioned for US and EU markets and boasts good infrastructure including a low-cost, low-carbon power grid featuring 93% hydroelectricity. The project has received approval from the Federal Minister of Environment and Climate Change on the recommendation of the Joint Assessment Committee, comprised of representatives from the Impact Assessment Agency of Canada and the Cree Nation Government; The Corporation is working to obtain similar approval under the Quebec environmental assessment process. The Corporation also has a good, formalized relationship with the Cree Nation.
For further information, please contact:
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is described in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This press release contains “forward-looking information” within the meaning of applicable securities laws, including statements with regard to our objectives and the strategies to achieve these objectives. Forward-looking information involves known and unknown risks and uncertainties, many of which are beyond the Corporation’s control, that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. Forward-looking information is based on management’s beliefs and assumptions and on information currently available to management. Although the forward-looking information contained in this press release is based upon what management believes are reasonable assumptions, you are cautioned against placing undue reliance on this information since actual results may vary from the forward-looking information. Unless otherwise noted or the context otherwise indicates, the forward-looking information contained in this press release is provided as of the date of this press release, and the Corporation does not undertake to update or amend such forward-looking information whether as a result of new information, future events or otherwise, except as may be required by applicable law.
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Giyani Closes Bought Deal Public Offering Raising Gross Proceeds of $11.5 Million
Not for distribution to U.S. newswire services or for dissemination in the United States TORONTO, Dec. 03, 2021 (GLOBE NEWSWIRE) — Giyani Metals Corp….
Not for distribution to U.S. newswire services or for dissemination in the United States
TORONTO, Dec. 03, 2021 (GLOBE NEWSWIRE) —( , GR:A2DUU8) (“Giyani” or the “Company“), is pleased to announce that it has today closed its previously announced bought deal equity public offering (the “Offering“). A total of 26,136,395 units of the Company (the “Units“) were issued at a price of $0.44 per Unit for gross proceeds of approximately $11.5 million, which included the exercise in full of the over‐allotment option granted by the Company to the Underwriters (as defined below). Each Unit consists of one (1) common share (each, a “Common Share“) and one half of one (½) Common Share purchase warrant (each whole Common Share purchase warrant, a “Warrant“). Each Warrant entitles the holder to purchase one Common Share at an exercise price of $0.60 until December 3, 2023.
The Offering was co-led by Cormark Securities Inc. and Beacon Securities Limited (together, the “Underwriters“). In connection with the Offering, the Underwriters received a cash commission equal to 5.5% of the gross proceeds of the Offering, other than in respect of sales of Units to certain purchasers on a president’s list, as agreed upon between the Company and the Underwriters (of which a cash commission of 2.0% of the gross proceeds realized from such sales was paid). Giyani also issued an aggregate of 1,381,241 broker warrants to the Underwriters that entitle the holders thereof to purchase Common Shares until December 3, 2023 at a purchase price of $0.44 per Common Share. The Units were qualified for distribution by way of a short‐form prospectus dated November 30, 2021 (the “Prospectus“) filed with the securities commissions in each of the provinces of Canada, except Québec.
The net proceeds of the Offering will be used for the advancement of the Company’s manganese oxide projects in Botswana, including the K.Hill Project, and for working capital and general corporate purposes, all as further described in the Prospectus.
The Offering is subject to the final acceptance of the TSX Venture Exchange.
Giyani is a mineral resource company focused on becoming one of Africa’s first low-carbon producers of high-purity electrolytic manganese precursor materials, used by battery manufacturers for the expanding electric vehicle market, through the advancement of its manganese assets in the Kanye Basin in south-eastern Botswana (the “Kanye Basin Prospects“), through its wholly-owned Botswana subsidiary Menzi Battery (Pty) Limited. The Company’s Kanye Basin Prospects consist of 10 prospecting licenses and include the past producing Kgwakgwe Hill mine and project, referred to as the K.Hill Project, the Otse manganese prospect and the Lobatse manganese prospect, all of which have seen historical mining activities.
On behalf of the Board of Directors of
Robin Birchall, CEO
Robin Birchall CEO, Director
+44 7711 313019
VP Business Development
+44 7866 591 897
Corporate Secretary and Investor Relations
+1 416 453 8818
Neither the TSX Venture Exchange (the “TSXV”) nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.
The securities described herein have not been registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and accordingly, may not be offered or sold to, or for the account or benefit of, persons in the United States or “U.S. persons,” as such term is defined in Regulation S promulgated under the U.S. Securities Act (“U.S. Persons”), except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company’s securities to, or for the account of benefit of, persons in the United States or U.S. Persons.
Forward Looking Information
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. All statements in this news release, other than statements of historical fact, that address events or developments that Giyani expects to occur, are “forward-looking statements”, including but not limited to statements in respect of the final acceptance of the TSX Venture Exchange and the use of the net proceeds of the Offering. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “does not expect”, “plans”, “anticipates”, “does not anticipate”, “believes”, “intends”, “estimates”, “projects”, “potential”, “scheduled”, “forecast”, “budget” and similar expressions, or that events or conditions “will”, “would”, “may”, “could”, “should” or “might” occur.
All such forward-looking statements are based on the opinions and estimates of the relevant management as of the date such statements are made and are subject to certain assumptions, important risk factors and uncertainties, many of which are beyond Giyani’s ability to control or predict. Forward-looking statements are necessarily based on estimates and assumptions that are inherently subject to known and unknown risks, uncertainties and other factors that may cause actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. In the case of Giyani, these facts include their anticipated operations in future periods, planned exploration and development of its properties, and plans related to its business and other matters that may occur in the future. This information relates to analyses and other information that is based on expectations of future performance and planned work programs.
Forward-looking information is subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking information, including, without limitation: inherent exploration hazards and risks; risks related to exploration and development of natural resource properties; uncertainty in Giyani’s ability to obtain funding; commodity price fluctuations; recent market events and conditions; risks related to the uncertainty of mineral resource calculations and the inclusion of inferred mineral resources in economic estimation; risks in how the world-wide economic and social impact of COVID-19 is managed; risks related to governmental regulations; risks related to obtaining necessary licenses and permits; risks related to their business being subject to environmental laws and regulations; risks related to their mineral properties being subject to prior unregistered agreements, transfers, or claims and other defects in title; risks relating to competition from larger companies with greater financial and technical resources; risks relating to the inability to meet financial obligations under agreements to which they are a party; ability to recruit and retain qualified personnel; and risks related to their directors and officers becoming associated with other natural resource companies which may give rise to conflicts of interests. This list is not exhaustive of the factors that may affect Giyani’s forward-looking information. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in the forward-looking information or statements.
Giyani’s forward-looking information is based on the reasonable beliefs, expectations and opinions of their respective management on the date the statements are made, and Giyani does not assume any obligation to update forward looking information if circumstances or management’s beliefs, expectations or opinions change, except as required by law. For the reasons set forth above, investors should not place undue reliance on forward-looking information. For a complete discussion with respect to Giyani and risks associated with forward-looking information and forward-looking statements, please refer to Giyani’s Annual Information Form and the Prospectus, all of which are filed on SEDAR at www.sedar.com.
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