Champion Announces Offering of Subscription Receipts and Filing of Preliminary Short Form Prospectus
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CHAMPION ANNOUNCES OFFERING OF SUBSCRIPTION RECEIPTS
AND FILING OF PRELIMINARY SHORT FORM PROSPECTUS
Montréal (Québec), Canada, August 1, 2017: Champion Iron Limited (ASX: CIA) (TSX: CIA)
(the "Corporation" or " Champion") is pleased to announce that it has filed a preliminary short
form prospectus with the securities regulatory authorities in each of the provinces of Canada
with respect to a marketed offering o f approximately $50 million (the “ Offering”) of subscription
receipts of the Corporation (the “Subscription Receipts”).
As previously announced on July 12, 2017, Québec Iron Ore Inc. (“QIO”), a subsidiary of the
Corporation, has received conditional commi tments of US$180 million (the “ QIO Debt
Financing”) to partially fund the costs of resuming the operations of the Bloom Lake Iron Ore
Mine (“Bloom Lake”). One of the conditions of the QIO Debt Financing requires the Corporation
and QIO to secure all financ ing requirements for the Bloom Lake restart. In connection
therewith, Champion and Ressources Québec Inc . are required to contribute financially to
support the resumpt ion of operations at Bloom Lake by making capital contributions to QIO of
approximately $44.8 million and $26.2 million, respectively. The Corporation intends to use the
net proceeds of the Offering to make such capital contribution to QIO, and for general corporate
purposes.
The net proceeds of the Offering will be held in escrow and, upon the satisfaction or waiver of
certain conditions, being: (a) the execution of definitive documentation in connection with the
QIO Debt Financing and the satisfaction or waiver of all conditions precedent to the availability
of the funds thereunder (other than such condition precedents that by their nature are to be
satisfied upon closing of the QIO Debt Financing); and (b) the funding of the capital contribution
of Ressources Québec Inc.; the net proceeds will be released to the Corporation and holders of
the Subscription Receipts will be entitled to receive, without payment of additional consideration
or taking of further action, one ordinary share of Champion for each Subscription Receipt held. If
these conditions have not been satisfied or waived by September 29, 2017 or if any of the
parties to the QIO Debt Financing decides not to proceed with the QIO Debt Financing, then the
Subscription Receipts shall be automatically cancelled and the e scrow agent shall remit to
holders of the Subscription Receipts an amount equal to the original purchase price plus
accrued interest.
The underwriting syndicate for the Offering will be led by RBC Capital Markets, which will act as
sole bookrunner, and includes Sprott Capital Partners as co-lead underwriter. The Corporation
expects to grant the underwriters an option to purchase additional Subscription Receipts to
cover over-allotments, if any, and for market stabilization purposes.
The underwriters intend to market the Offering over the next week and the number of
Subscription Receipts to be issued and the issue price will be determined by arm's length
negotiations between the Corporation and the underwriters. At that time, the Corporation will
announce the final terms of the Offering, execute the underwriting agreement and file the final
short form prospectus.
The Corporation will apply to list the Subscription Receipts and the ordinary shares underlying
the Subscription Receipts (the “ Underlying Shares ”) on the Toronto Stock Exchange . The
Corporation will also apply for quotation of the Underlying Shares on the Australian Securities
Exchange. The Offering is expected to close in mid-August, 2017 and is subject to receipt of the
prior app roval of the Offeri ng by the Toronto Stock Exchange and other customary closing
conditions. A copy of the preliminary short form prospectus is available under the Corporation’s
profile at www.sedar.com.
The Offering is being made i n all the provinces of Canada. Subject to a pplicable law and the
provisions of the underwriting agreement, the u nderwriters may offer the Subscrip tion Receipts
outside of Canada, including in the United States in reliance on applicable private placement
exemptions under United States federal and state securities laws.
No securities regulatory authority has either approved or disapproved the contents of this press
release. This news release does not constitute an offer to sell or a solicitation of an offer to buy
any of the securities in the United States. Champion’s securities 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 state securities laws and may not be offered or sold within the United States
unless registered under the U.S. Securities Act and applicable state securities laws or an
exemption from such registration is available.
The Corporation is not required to and does not intend to seek shareholder approval in relation
to the proposed issue of Subscription Receipts or the Underlying Shares.
About Champion
Champion is an iron development and exploration company, focused o n developing its
significant iron resources in the south end of Labrador Through in the province of Québec.
Following the acquisition of its flagship asset, the Bloom Lake iron ore property, the
Corporation’s main focus is to implement upgrades to the mine and processing infrastructur e it
now owns while also advancing projects associated with improving access to global iron
markets, including rail and port infrastructure initiatives with government and other key industry
and community stakeholders.
Champion’s management team includes professionals with mine development and operations
expertise who also have vast experience from geotechnical work to green field development,
brown field management including logistics development and financing of all stages in the
mining industry.
For further information please contact:
Michael O’Keeffe, Executive Chairman and CEO at Tel. +1 514-316-4858
David Cataford, COO at Tel. +1 514-316-4858
For additional information on Champion Iron Limited, please visit our website at
www.championiron.com
Forward-Looking information
This news release includes certain information that may constitute "forward -looking information"
under applicable Canadian securities legislation. All statements, other than statements of
historical facts, included in this news rele ase that address the terms of the Offering, the
satisfaction of the escrow release conditions, the use of proceeds, the listing of the Subscription
Receipts and the Underlying Shares on the Toronto Stock Exchange and the quotation of the
Underlying Shares on the Australian Securities Exchange , and the tim ing for closing of the
Offering as well as future activities, events, developments or financial performance constitute
forward-looking information. The use of any of the words “ will”, “expect”, “anticipate”, “intend”,
“believe”, “plan” , “potential”, “outlook”, “forecast”, “estimate” and similar expressions are
intended to identify forward -looking information. Forward -looking information is necessarily
based upon a number of estimates and assumptions that, while considered reasonable, are
subject to known and unknown risks, uncertainties, and other factors which may cause the
actual results and future events to differ materially from those expressed or implied by such
forward-looking information, inclu ding the risks identified in Champion’s preliminary short form
prospectus relating to the Offering, annual information form, management’s discussion and
analysis and other securities regulatory filings made by Champion on SEDAR (including under
the heading "Risk Factors" therein). There can be no assurance that such information will prove
to be accurate, as actual results and future events could differ materially from those anticipated
in such forward -looking information. Accordingly, readers should not pla ce undue reliance on
forward-looking information. All of Champion’s forward -looking information contained in this
press release is given as of the date hereof and is based upon the opinions and estimates of
Champion’s management and information available t o management as at the date hereof.
Champion disclaims any intention or obligation to update or revise any of its forward -looking
information, whether as a result of new information, future events or otherwise, except as
required by law.