TIDMAMC
RNS Number : 6505T
Amur Minerals Corporation
22 March 2019
22 March 2018
AMUR MINERALS CORPORATION
(AIM: AMC)
Loan restructuring and further advance
Amur Minerals Corporation ("Amur" or the "Company"), a
nickel-copper sulphide mineral exploration and resource development
company focused on the far east of Russia, is pleased to announce
that it has extended the maturity date on the convertible loan
facility (the "Convertible Loan") entered into with Riverfort
Global Opportunities PCC Limited and YA II PN Ltd (the "Investors")
on 13 February 2018, in an investment consortium arranged by
RiverFort Global Capital Ltd., and undertaken a further
advance.
Highlights:
-- The Convertible Loan of up to US$10 million (of which US$1.2
million has been drawn down and remains outstanding) will have its
maturity date extended to 20 March 2020.
-- A further advance of US$500,000 (net of an implementation fee
which will also be drawn down and immediately paid to the
Investors) will be immediately drawn down by the Company.
-- In conjunction with the extension of the maturity date and
the further advance, the Investors will be issued with 10,902,956
warrants to subscribe for shares in the Company at an exercise
price of 3.76 pence per share, representing a premium of
approximately 25% to the closing mid-market price on 21 March 2019.
The warrants will be exercisable for a period of three years.
Restructure and Further Advance
Under the restructured Convertible Loan the maturity date of the
US$1.2 million still remaining will be extended to 20 March 2020. A
further advance of US$500,000 (net of an implementation fee which
will also be drawn down and immediately paid to the Investors) will
be made to the Company with a maturity date of 20 March 2020. In
addition to this, the Company will issue the Investors with
10,902,956 warrants with an exercise price of 3.76 pence.
Use of Funds
The net proceeds of the further advance will be used by the
Company to progress the development of the Company's Kun-Manie
project including:
1. Updating the resource statement and reserve inventory for
subsequent development of a longer life optimised production
schedule
2. Updating the current economic model and the Pre-Feasibility
Study ("PFS") where appropriate by inclusion of any newly acquired
technical data, cost information and additional metallurgical test
work
3. General and administrative requirements
Robin Young, CEO of Amur Minerals Corporation, commented:
"The convertible loan has allowed Amur to complete its PFS,
which was a major milestone for the Company, as well as undertake a
significant drill programme, carried out in the 2018 drilling
season. This drill programme produced significant results,
including the potential to materially increase the Company's
resources and reserve inventory. Expansion of the resource and
reserve will enhance the reported PFS results through an expansion
of the mine life and optimisation of the production schedule.
"Following this loan reorganisation and the further advance of
US$500,000, the Company is in a strong position to continue
development and implementation of its Asia centric strategic plan
outlined in November of last year. As the Company advances its
focus in Asia and more aggressively progresses its detailed
strategy for advancement of the Kun-Manie nickel sulphide project,
we anticipate delivery of further value to shareholders. The
continued support of Riverfort Global Capital LTD will assist us in
achievement of our continued development in conjunction with the
anticipated growth along-side the expanding Electric Vehicle
market.
"I look forward to providing a more in depth perspective of the
strategic partnering plan in the very near future."
Overview of the Loan and Warrant Agreements
The Investors will extend the maturity on the outstanding US$1.2
million of the 12 month Convertible Loan entered into on 13
February 2018 to 11 April 2020. Additionally, the Investors will
provide a further advance of US$500,000 (net of an implementation
fee which will also be drawn down and immediately paid to the
Investors) which will be drawn tomorrow.
Under the restructured Convertible Loan the outstanding US$1.2
million is repayable in 12 monthly installments, at 110 per cent of
the principal portion of the repayment and its accrued interest,
(to the extent not having been converted into new ordinary shares)
with the first repayment in respect of the initial advance becoming
due on 20 March 2020.
The further advance of US$500,000 (net of an implementation fee
which will also be drawn down and immediately paid to the
Investors) is repayable in 12 monthly installments, at 110 per cent
of the principal portion of the repayment and its accrued interest,
(to the extent not having been converted into new ordinary shares)
with the first repayment in respect of the initial advance becoming
due on 20 March 2020.
As well as the net amount of the advance, the Company is also
drawing down the amount of the implementation fee payable in
respect of the new drawdown and extending the maturity date of the
original facility, which will be immediately paid to the Investors.
Such sum, together with a brokerage commission payable to SP Angel
Corporate Finance LLP in respect of the transaction amounts to
US$147,000.
If the Company elects not to make a repayment of an installment,
the Investors can elect to convert the installment into new
ordinary shares in the Company at any time after the date the
installment was due. The Investors shall not convert more than 50
per cent of the original principal amount of an advance in any
three month period without consent of the Company.
A Reference Price ("Reference Price") will be calculated equal
to the average VWAP of the 20 trading days immediately prior to the
date of the further advance. Where the Company has elected not to
repay an installment and the Investors have elected to convert, the
conversion price will be the lower of 130 per cent of the Reference
Price (the "Fixed Conversion Price"), and 90 per cent of the lowest
daily VWAP over the five trading days immediately prior to
conversion. The Investors shall have the right to convert each
advance at any time at the Fixed Conversion Price.
Warrants over 10,902,956 new ordinary shares at an exercise
price of 3.76 pence will be issued to the Investors. The warrants
will be exercisable for a period of three years.
At no time during the term of the Convertible Loan or the
warrant agreement will the Investors be able to convert to new
ordinary shares or exercise warrants if doing so would result in
the Investors having an interest in the issued ordinary share
capital of the Company greater than 24.9 per cent in aggregate.
The Company, at its option, shall have the right to redeem the
outstanding amount of an advance, in full or in part, at any time
prior to the 12 month anniversary of the advance, provided that as
of the date of the redemption notice the VWAP has been less than
the Fixed Conversion Price for the previous five trading days. Amur
shall pay an amount equal to 110 per cent of the principal portion
of the amount being redeemed, together with all accrued and unpaid
interest.
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have
been deemed inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 until the release of this
announcement.
Enquiries:
Company Nomad and Broker Public Relations
Amur Minerals Corp. S.P. Angel Corporate Blytheweigh
Finance LLP
Robin Young CEO Lindsay Mair Megan Ray
Soltan Tagiev Tim Blythe
+44(0)02 7138
+7(4212)755615 +44(0)2034 700 470 3203
For additional information, visit the Company's website,
www.amurminerals.com.
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London Stock Exchange. RNS is approved by the Financial Conduct
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of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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