The above media statement and accompanying material for media use are issued by
NEWS RELEASE
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interview requests, please contact the Stone team
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The above media statement and accompanying material for media use are issued by
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DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN THE UNITED STATES,
AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR A NY OTHER JURISDICTION IN WHICH IT
WOULD BE UNLAWFUL TO DO SO. ANY FAILURE TO COMPLY W ITH THIS RESTRICTION MAY
CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF SUCH JURISDICTIONS.
EQUITY FUNDRAISING OF UP TO US$38 MILLION TO FURTHER CONSTRUCTION ACTIVITIES AT THE
BISIE TIN PROJECT
MAURITIUS – June 5, 2017 – Alphamin Resources Corp. (AFM: TSXV, “ Alphamin ”, or the “ Company ”) is
pleased to announce that it has entered into an agr eement with Sprott Capital Partners (“ SCP ”) and Tamesis
Partners LLP (“Tamesis ”), (collectively, the “Agents ”), under which the Agents have agreed to act on be half of
the Company in connection with a best efforts private placement of up to 81,454,000 Units (as defined below) at a
price of C$0.35 per Unit to raise gross proceeds of approximately C$28.5 million (approximately US$21.1 million)
(the “Private Placement ”). In addition, contemporaneously with the closing of the Private Placement, the
Company intends to complete a non-brokered private placement with its 44.4% shareholder, Tremont Maste r
Holdings Limited (“Tremont ”), for a further 65,046,000 Units on the same term s to raise additional proceeds of
approximately C$22.8 million (approximmately US$16. 9 million) (the “ Tremont Private Placement ”).
Collectively, the Private Placement and the Tremont Private Placement (the “ Offering ”) would raise aggregate
gross proceeds of approximately C$51.3 million (app roximately US$38.0 million) from the issue of 146,5 00,000
Units.
Each Unit comprises one common share of the Company (a “Common Share ”) and half of one Common Share
purchase warrant (each whole Common Share purchase warrant, a “Warrant ”). Each Warrant is exercisable to
acquire one Common Share (a “ Warrant Share ”) for a period of 36 months following the closing date of the
Offering at an exercise price of C$0.4375 per Warrant Share, subject to adjustment in certain events. The expiry
date of the Warrants may be accelerated by the Company at any time following the 12 month anniversary of the
closing date of the Offering if the volume-weighted average trading price of the Common Shares is grea ter than
C$0.73 for any 15 consecutive trading days, at whic h time the Company may accelerate the expiry date o f the
Warrants by issuing a press release announcing the reduced warrant term whereupon the Warrants will expire on
the 20th calendar day after the date of such press release.
The Agents have been be granted an option (the “Over-Allotment Option ”) to sell that number of additional Units
as is equal to 15% of the size of the Private Placement. The Over-Allotment Option may be exercised at any time,
in whole or in part, until 24 hours prior to the closing of the Private Placement.
The net proceeds of the offering will be applied towards the equity requirement for the continued development of
the Company’s 82.5% owned Bisie tin project (the “ Project ”) and for general corporate purposes. The Company
is partnering in the development of the Project with the government of the Democratic Republic of Congo, which
has a free carried interest of 5%, and the Industrial Corporation of South Africa (the “IDC ”), which has an interest
of 14.25%. The IDC has advised the Company that it has received credit committee approval for an investment to
finance its 15% pro rata share of the Project’s equ ity funding requirement. As previously announced, t he
Company has entered into non-binding term sheets in connection with US$80 million of project debt for the
Project and work is continuing with the lenders tow ards the completion of due diligence and securing
unconditional commitments. The balance of the funding to complete the construction of the Project is expected to
be raised as equity in parallel with the completion of debt funding.
The above media statement and accompanying material for media use are issued by
Completion of the Offering is subject to certain co nditions including the receipt of all necessary reg ulatory
approvals, including the approval of the TSXV. The Private Placement and the Tremont Private Placement
are expected to close concurrently on or about June 28, 2017. All of the securities sold pursuant to t he Offering
will be subject to a four month hold period which w ill expire four months and one day from the date of closing of
the Offering.
The Agents will receive a cash commission of up to 6% of funds raised from the gross proceeds of the P rivate
Placement.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale
of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any
of the securities in the United States of America. The securities have not been and will not be registered
under the United States Securities Act of 1933 (the “1933 Act ”) or any state securities laws and may not be
offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as de fined in
Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or
an exemption from such registration requirements is available.
All amounts have been translated using an exhange r ate of USD1: CAD1.35, being the exchange rate prevaling
on June 2, 2017, the last practicable date prior to this announcement.
FOR MORE INFORMATION, PLEASE CONTACT:
Boris Kamstra
Chief Executive Officer
Alphamin Resources Corp.
Tel: +230 269 4166
E-mail: [email protected]
Grand Baie, Mauritius
Or
Richard Robinson
Directeur Général/Managing Director
Alphamin Bisie Mining SA
Tel : +243816065577
E-mail: [email protected]
Logu au croisement de la Nationale N°3 et de la route menant à Bisie
Walikale, Nord – Kivu
République Démocratique du Congo
MORE INFORMATION ON ALPHAMIN RESOURCES CORP.:
Alphamin is a tin exploration and development company with t he vision to be respected in the international tin
sector by unleashing the full profit and potential of its world-class tin asset in North Kivu, DRC cur rently under
development.
Alphamin has the vision to become a premier tin producer by:
• Leading a world-class, profitable mining company in North Kivu, delivering results for the benefit of all
stakeholders and viewed with respect by the communities and Government.
The above media statement and accompanying material for media use are issued by
• Becoming a profitable tin producer, while continuing with exploration to increase life of mine. ABM intends to
operate a profitable tin mine in a safe environment while uplifting the local community. Alphamin is striving to
develop the first, low-cost per tonne tin, industri al mine in North Kivu, while at the same time makin g a
marked, positive impact on the communities surround ing the mine. We intend to be a tin mining company
that excels at the production of tin and provides l eadership for the region in terms of safety, health ,
environment and community development.
• Delivering on the commitment to develop the first l arge, industrial tin mine in North Kivu - giving Al phamin
credibility locally and abroad – and becoming a business transformation reference in the tin mining industry.
• Creating value for both shareholders and the community.
• Committing, from the date of production, to spend 4% of its in-country operating and administrative expenses
on community development. This investment will be g overned with representative input from local
communities and managed by the Lowa Alliance, a GDR C-regulated not-for-profit foundation. Alphamin will
continue to preserve its legal rights to develop Bisie and explore ways to assist artisanal miners to transition
from illegal to legal status, conflict-free sites elsewhere in the region.
• Implementing community projects, supported by the L owa Alliance, being selected following an in-depth
survey of the 13 500 households (approximately 70 0 00 residents) across the 44 communities closest to
Bisie. Representative committees have prioritised a range of projects to promote social and economic
development to which they, local authorities and po tentially external donors, will also contribute. Th ese
projects would provide incentives for income beyond illegal artisanal mining while also providing educational
and health infrastructure and services like potable water, malaria reduction and treatment and primary health
care capacity building, agricultural and infrastructure capacity investment.
CAUTION REGARDING FORWARD LOOKING STATEMENTS
Information in this news release that is not a stat ement of historical fact constitutes forward-lookin g information.
Forward-looking statements contained herein include , without limitation, statements relating to the te rms and
intended completion of the Offering, the terms of the Warrants, the anticipated use of funds from the Offering, the
participation of the IDC and other stakeholders, the Company’s intentions to raise the balance of funding required
to complete construction of the Project and the sou rces thereof, costs of production, success of minin g
operations, the ranking of the project in terms of cash cost and production, economic return estimates , social,
community and environmental impacts, and continued positive discussions and relationships with local
communities and stakeholders. Forward-looking statements are based on assumptions management believes to
be reasonable at the time such statements are made. There can be no assurance that such statements will prove
to be accurate, as actual results and future events could differ materially from those anticipated in such
statements. Accordingly, readers should not place u ndue reliance on forward-looking statements. Althou gh
Alphamin has attempted to identify important factors that could cause actual results to differ materially from those
contained in forward-looking statements, there may be other factors that cause results not to be as an ticipated,
estimated or intended. Factors that may cause actua l results to differ materially from expected result s described
in forward-looking statements include, but are not limited to: Alphamin’s ability to secure sufficient financing to
advance and complete the Bisie Tin Project, uncerta inties associated with Alphamin’s resource and rese rve
estimates, uncertainties regarding global supply an d demand for tin and market and sales prices, uncer tainties
associated with securing off-take agreements and cu stomer contracts, uncertainties with respect to soc ial,
community and environmental impacts, adverse politi cal events, uncertainties with respect to optimizat ion
opportunities for the Bisie Tin Project, as well as those risk factors set out in the Company’s Manage ment
Discussion and Analysis and other disclosure docume nts available under the Company’s profile at
www.sedar.com . Forward-looking statements contained herein are made as of the date of this news release and
Alphamin disclaims any obligation to update any for ward-looking statements, whether as a result of new
information, future events or results or otherwise, except as required by applicable securities laws.”
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of
the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.