Awalé Signs Investment Agreement FOR Non-Brokered Private Placement with Newmont
13986.169582.RRW.24441397.5
AWALÉ SIGNS INVESTMENT AGREEMENT FOR NON-BROKERED PRIVATE
PLACEMENT WITH NEWMONT
VANCOUVER, BC, December 1, 2023 ‐ Awalé Resources Limited (“Awalé”) (TSXV: ARIC) is pleased to
announce that Awalé and Newmont Ventures Limited (“Newmont”), a wholly -owned subsidiary of
Newmont Corporation, subject to TSX Venture Exchange (“Exchange”) acceptance, have entered into an
Investment Agreement (the “Agreement”) for a strategic non-brokered private placement financing to raise
C$957,530.89. The financing will be structured through the issuance of (i) units (“Units”) with each Unit
comprised of one common share in the capital of Awalé (a “Share”) and one half of one common share
purchase warrant (a whole warrant, a “Warrant”) and (ii) Shares. If completed, the proceeds from the
financing will be used to initiate greenfield exploration on the Odienné project permits, which lie outside
the Newmont Joint Venture, and for general administrative costs of Awalé.
This proposed transaction builds on Newmont’s initial investment through an exploration agreement with
venture option and subscription agreement signed in May 2022 and as announced on June 15, 2022.
This proposed financing will be completed in two phases and involve the following key terms:
1. Newmont will first subscribe for such number of Units at a price of C$0.12 per Unit in order to
increase its holdings in Awal é from approximately 5.75% to 10.39% of the issued and
outstanding Shares on a non -diluted ba sis (the “Top -Up Financing”), being equal to the
percentage Newmont held prior to Awalé's May 2023 financings and issuance of Shares in
settlement of certain debt, as announced on May 24, 2023 and October 27, 2023 . Based on
56,203,009 issued and outstanding Shares , Newmont will subscribe for 2,908,714 Units for an
aggregate purchase price of C$ 349,045.68 in this Top -Up Financing . E ach Warrant will be
exercisable to acquire one Share (a “Warrant Share”) at a price of C$0.20 per Warrant Share for
a period of 36 months from closing.
2. In addition to the Top -Up Financing, the remaining proceeds of the financing will be used to
purchase additional Shares at C$0.171 per Share (“Additional Shares” and such financing, the
“Subscription Financing”). Based on 56,203,009 issued and outstanding Shares, Newmont will
subscribe for 3,558,393 Additional Shares for an aggregate purchase price of C$608,485.21. It is
anticipated that if the Top-Up Financing and Subscription Financing are completed on the terms
described herein, Newmont's ownership inter est will increase to approximately 15.4 8% on a
non-diluted basis.
The proposed transaction, including the terms and conditions thereof, is subject to the performance of
certain closing conditions, satisfactory completion of due diligence investigations by Newmont and the
receipt of approval by the Exchange. The securities to be issued pursuant to the proposed financing will be
subject to a restrictive trading hold period of four months and one day following issuance.
Awalé anticipates closing the proposed financing with Newmont in Q4 of 2023.
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Canadian Early Warning Disclosure
Newmont announces that pursuant to the Agreement entered into between Newmont and Awalé today, it
will acquire, on a private placement basis: (i) 2,908,714 Units at a price of C$0.12 per Unit for an aggregate
purchase price of C$349,045.68 pursuant to the Top-Up Financing, and (ii) 3,558,393 Additional Shares for
an aggregate purchase price of C$608,485.21 pursuant to the Subscription Financing. Each Unit is comprised
of one Share and one half of one Warrant, and e ach Warrant will be exercisable to acquire one Warrant
Share at a price of C$0.20 per Warrant Share for a period of 36 months from closing.
Immediately prior to entering into the Agreement, Newmont held 3,232,994 Shares, representing
approximately 5.75% of the issued and outstanding Shares on a non -diluted basis. Immediately following
closing of the Top-Up Financing and the Subscription Financing , assuming that Newmont has not acquired
any additional securities of Awalé and Awalé has not issued any additional Shares since the date hereof,
Newmont will hold an aggregate of 9,700,101 Shares and 1,454,357 Warrants, representing approximately
15.48% of the issued and outstanding Shares on a non-diluted basis, and approximately 17.40% of the issued
and outstanding Shares on a partially-diluted basis.
Newmont will be acquiring the Units and the Additional Shares pursuant to the Top -Up Financing and
Subscription Financing for investment purposes, and in the future , Newmont may, from time to time,
increase or decrease its investment in Awalé through market transactions, private agreements, treasury
issuances or otherwise, depending on market conditions and any other relevant factors. Following the
closing of the Top-Up Financing and the Subscription Financing, pursuant to the Agreement, Newmont may,
from time to time, designate an individual to serve as a director on the board of directors of Awalé.
Newmont’s head office is located at 6900 E Layton Avenue, Suite 700, Denver, CO 80237.
An early warning report will be filed by Newmont in accordance with applicable securities laws and will be
available under Awalé’s profile on the SEDAR + website at www.sedarplus.com , and may also be obtained
by contacting the persons named below.
About Awalé Resources
Awalé is a diligent and systematic mineral exploration company focused on the discovery of large high-grade
gold and copper-gold deposits. Awalé currently undertakes exploration activities in the underexplored parts
of Côte d'Ivoire. Awalé's exploration success to date has culminated in a fully funded earn -in Joint Venture
with Newmont covering one permit and one application (the "Odienné Project J V") within the greater
Odienné Copper -Gold Project in the Northwest of Côte d'Ivoire, where three significant g old and gold -
copper-silver-molybdenum discoveries have been made. The Sceptre East and Charger discoveries have
significant scope for growth with future discovery and resource development drilling. The project has
multiple pipeline prospects that have simi lar geochemical fingerprints to Iron Oxide Copper Gold ("IOCG")
and intrusive related mineral systems. The 400km2 of granted tenure and 400km2 under application remains
underexplored and offers significant upside potential. The Odienné Project JV forms a s olid foundation for
Awalé to continue exploring in a pro -mining jurisdiction that offers significant potential for district scale
discoveries.
Awalé’s head office is located at 8681 Clay Street Mission, British Columbia, V4S 1E7.
For additional information, you can visit the Awalé Resources Limited website at
www.awaleresources.com, or contact Andrew Chubb at Tel +356 99 139 117.
About Newmont Corporation
Newmont Corporation is the world’s leading gold company and a producer of copper, zinc, lead, and silver.
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Newmont Corporation’s world-class portfolio of assets, prospects and talent is anchored in favorable mining
jurisdictions in Africa, Australia, Latin America & Caribbean, North America, and Papua New Guinea.
Newmont Corporation is the only gold producer listed in the S&P 500 Index and is widely recognized for its
principled environmental, social, and governance practices. Newmont Corporation is an industry leader in
value creation, supported by robust safety standards, superior execution, and technical expertise. Newmont
Corporation was founded in 1921 and has been publicly traded since 1925.
At Newmont Corporation, our purpose is to create value and improve lives through sustainable and
responsible mining. To learn more about Newmont Corporation’s sustainability strategy and initiatives, go
to www.newmont.com.
Media Contacts:
Awalé Resources
Andrew Chubb
+356 99 139 117
Newmont
Jennifer Pakradooni
Forward‐Looking Information
This press release contains forward -looking information within the meaning of Canadian securities laws
(collectively "forward-looking statements"). Forward -looking statements are typically identified by words
such as: believe, expect, anticipate, intend, e stimate, plans, postulate and similar expressions, or are those,
which, by their nature, refer to future events. All statements that are not statements of historical fact are
forward-looking statements. Forward-looking statements in this press release include but are not limited to
statements regarding, Awalé's presence in Cote d'Ivoire and ability to achieve results, creation of value for
Awalé shareholders, achievements under the Newmont Joint Venture, the initiation of greenfield exploration
on the Odienné project permits, the ability of Awalé to obtain Exchange approval in respect of the proposed
financing, and the closing of the Top-Up Financing and the Subscription Financing. Although Awalé believes
any forward -looking statements in this press release are reasonable, it can give no assurance that the
expectations and assumptions in such statements will prove to be correct. Factors that could cause actual
results to differ materially from such forward-looking information include, but are not limited to, changes in
the state of equity and debt markets, fluctuations in commodity prices, delays in obtaining required
regulatory or governmental approvals, delays or issues related to the closing of the financing, delays or issues
related to the initiation of greenfield exploration on the Odienné project permits, and other risks involved in
the mineral exploration and development industry, including those risks set out in Awalé's management’s
discussion and analysis as filed under Awalé’s profile at www.sedarplus.com. Forward-looking information in
this news release is based on the opinions and assumptions of management considered reasonable as of the
date hereof, including that all necessary governmental and regulatory approvals will be received as and when
expected. Although Awalé believes that the assumptions and factors used in preparing the forward-looking
information in this news release are reasonable, undue reliance should not be placed on such information.
Awalé disclaims any intention or obligation to update or revise any forward-looking information, other than
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 release.