Battery Mineral Resources Closes Fourth Tranche of Oversubscribed Unsecured Convertible Debenture Financing
BATTERY MINERAL RESOURCES CLOSES FOURTH TRANCHE OF
OVERSUBSCRIBED UNSECURED CONVERTIBLE DEBENTURE FINANCING
Vancouver, British Columbia – (March 31, 2022) – Battery Mineral Resources Corp.
(TSXV: BMR) (OTCQB: BTRMF) (“Battery” or “BMR” or the “Company”) is pleased to
announce that it has closed a fourth, and final, tranche (the “Fourth Tranche”) of its
non-brokered private placement of 8% unsecured c onvertible debentures (the
“Debentures”) previously announced in the Company’s news releases of January 14,
2022, January 24, 2022, February 14, 2022, March 1, 2022 and March 17, 2022 (the
“Offering”).
Gross proceeds for the Fourth Tranche total C$2,560,600, which was oversubscribed.
Together with the first tranche of the Offering, which closed on January 24, 2022 for
gross proceeds of C$3,250,000, the second tranche of the Offering, which closed on
February 14, 2022 for gross proceeds of $698,960, and the third tranche of the
Offering, which closed on March 17, 2022 for gross proceeds of C$3,865,900, the
Company raised an aggregate of C$10,375,460 under the Offering, up from the
previously announced $10,000,000 Offering.
The proceeds from the initial proceeds of C$5 million of the Debentures will be used
to fund an extension of the successful 2021 phase 1 exploration drilling program at
the Company’s recently acquired Punitaqui copper project in Chile (“Punitaqui”) and
for general working capital purposes. Proceeds from the additional C$5 million
generated from the previously announced upsizing of the Debentures are intended to
be used to re-commence operations at Punitaqui. The Company is currently exploring
interest from parties to supply the balance of the cost, estimated at C$20 million, via
additional and non-dilutive avenues.
Battery CEO Martin Kostuik on the offering and the Punitaqui project: “BMR is highly
focused on transforming the company into a cash flowing entity via the resumption
of operations at our Punitaqui copper mine in Chile. The conclusion of this financing
is a great show of confidence in our path forward and provides the means to reach
our next milestone. BMR is a battery metal and electrification-focused company, and
remain excited about this sector of the global economy with copper reaching new
highs and the widening gap between demand and supply continues. We look forward
to updating the market and shareholders on further advancement of the Punitaqui
mine as we progress towards resumption of operations and cashflow at Punitaqui.”
As previously announced, the Debentures will mature on the date (the “Maturity
Date”) that is three years from the date of issuance. The Debentures will bear
interest at 8% per annum, payable annua lly on the anniversary of the issue date.
The holder of any Debenture may, at its option, at any time from six months from
the date of issuance, and prior to the close of business on the business day
immediately preceding the Maturity Date, convert all, b ut not less than all, of the
principal amount of such Debenture into common shares of the Company at the
conversion price of C$0.65 per share. If a holder converts the Debenture during the
first year of the term, and elects to have accrued interest paid by issuance of shares
rather than in cash, interest will be calculated as of the first anniversary of the issue
date, and the Company will issue common shares to the holder as payment of accrued
interest and pay cash to the holder in an amount equal to the interest calculated as
of the first anniversary date less the accrued interest. A holder may elect to forego
payment of interest on the first anniversary date, in which case interest will be
compounded as of that date, and, if the holder converts the Debe nture during the
second year of the term and elects to have accrued interest paid by issuance of shares
rather than in cash, interest will be calculated as of the second anniversary of the
issue date, and the Company will issue common shares to the holder as payment of
accrued interest and pay cash to the holder in an amount equal to the interest
calculated as of the second anniversary date less the accrued interest. Finally, a
holder may elect to forego payment of interest on the second anniversary date, in
which case interest will be compounded as of that date, and if the holder converts
the Debenture during the third year of the term, interest will be calculated as of the
conversion date, and may be paid in cash or by issuance of shares at the option of
the holder. Common shares issued for payment of accrued interest on the principal
amount of the Debenture will be issued at the market price of the common shares at
the time the accrued interest becomes payable, calculated in accordance with the
policies of the TSX Venture Exchange.
An insider of the Company subscribed for the Debenture issued pursuant to the
Fourth Tranche and such subscription is considered a “related party transaction”
within the meaning of Multilateral Instrument 61-101 Protection of Minority Security
Holders in Special Transactions (“MI 61 -101”). The transaction is exempt from the
formal valuation and minority shareholder approval requirements of MI 61 -101 as
neither the fair market value of the subject matter of, nor the fair market value of
the consideration for the debentures issued to the insider exceeds 25% of the
Company's market capitalization. The Company did not file a material change report
21 days prior to the Fourth Tranche closing date because the Company wished to
complete the private placement as soon as commercially possible.
The Debentures issued pursuant to the Fourth Tranche are subject to a statutory hold
period of four months and one day from the date of issuance. Final closing of the
private placement is subject to receipt of TSX Venture Exchange approval.
About Battery Mineral Resources Corp.
A battery mineral company with high-quality assets providing shareholders exposure
to the global mega-trend of electrification and focused on growth through cash-flow,
exploration and acquisitions in the world’s top mining jurisdictions. BMR is currently
developing the Punitaqui Mining Complex and pursuing the potential near term
resumption of operations for second half of 2022 at the prior producing Punitaqui
copper-gold mine. The Punitaqui mine, operating as recently as April 2020, has
typically produced 20 to 25 million lb. of copper in concentrate during its 9 plus year
operating history and is located in the Coquimbo region of Chile.
BMR is engaged in t he discovery, acquisition , and development of battery metals
(cobalt, lithium, graphite, nickel and copper), in North and South America and South
Korea with the intention of becoming a premier and sustainable supplier of battery
minerals to the electrifica tion marketplace. BMR is the largest mineral claim holder
in the historic Gowganda Cobalt -Silver Camp, Canada and continues to pursue a
focused program to build on the recently announced, +1 -million-pound high grade
cobalt resource at McAra by testing over 50 high-grade primary cobalt silver-nickel-
copper targets. In addition, the Company owns 100% of ESI Energy Services, Inc.,
also known as Ozzie’s, a mainline pipeline and renewable energy equipment rental
and sales company with operations in Leduc, Alberta and Phoenix, Arizona. ESI,
established in 1979, typically generates positive EBITDA in the range of C$4-$5
million and is poised for growth in 2022. For more information on the business of
Ozzie’s Pipeline Padder, see http://ozzies.com
For further information, please contact:
Battery Mineral Resources Corp.
Martin Kostuik
Phone: +1 (604) 229 3830
Email: [email protected]
Neither 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 press release.
Forward Looking Statements
This news release includes certain “forward -looking statements” under applicable
Canadian securities legislation. There can be no assurance that such statements will
prove to be accurate, and actual results and future events could differ materially from
those anticipated in such statements. Forward-looking statements reflect the beliefs,
opinions and projections of the Company on the date the statements are made and
are based upon a number of assumptions and estimates that, while considered
reasonable by the Company, are inherently subject to significant business, economic,
competitive, political and social uncertainties and contingencies. Many factors, both
known and unknown, could cause actual results, performance, or achievements to be
materially different from the results, performance or achievements that are or may
be expressed or implied b y such forward -looking statements and the parties have
made assumptions and estimates based on or related to many of these factors. Such
factors include, without limitation, the ability of the Company to obtain sufficient
financing to complete exploration and development activities, the ability of the
Company to complete the Debenture offering, risks related to share price and market
conditions, the inherent risks involved in the mining, exploration and development of
mineral properties, the ability of the Company to meet its anticipated development
schedule, government regulation and fluctuating metal prices. Accordingly, readers
should not place undue reliance on forward-looking statements. Battery undertakes
no obligation to update publicly or otherwise revise any forward-looking statements
contained herein, whether as a result of new information or future events or
otherwise, except as may be required by law.