Fortune Minerals Enters Into Convertible Securities Funding Agreement for up to C$10 Million With Lind Partners Initial C$1.25 million drawdown used to pay a C$1 million downpayment for the Alberta refinery site
Fortune Minerals Enters Into Convertible Securities Funding Agreement for
up to C$10 Million With Lind Partners
Initial C$1.25 million drawdown used to pay a C$1 million downpayment for the Alberta
refinery site
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN
THE UNITED STATES
LONDON, Ontario--(BUSINESS WIRE)--May 22, 2024--Fortune Minerals Limited (TSX:
FT) (OTCQB: FTMDF) (“Fortune” or the “Company”) (www.fortuneminerals.com) is
pleased to announce that it has entered into a convertible securities agreement with Lind Global
Fund II, LP, managed by The Lind Partners (together, “Lind”) for up to C$10,000,000. Fortune
has received an initial C$1.25 million in exchange for the issuance of a first convertible security,
and subject to the agreement of both parties, additional drawdowns can be made. Most of the
proceeds from the first drawdown were used to make a C$1 million downpayment to JFSL Field
Services ULC (“JFSL”) to extend the purchase option for the brownfield industrial site and
buildings in Lamont County, Alberta on amended terms. Fortune plans to construct a
hydrometallurgical refinery on this site (“Alberta Refinery”) to treat metal concentrates from
the proposed NICO cobalt-gold-bismuth-copper mine and concentrator in the Northwest
Territories (“NWT”) (collectively, the “NICO Project”) and other feed sources.
The first convertible security has a two-year term with a face value of C$1,600,000 secured by a
lien against the Company’s assets. Lind will be entitled to incrementally convert the face value
amount of the first convertible security over a 24-month period, subject to certain limits, at a
conversion price equal to 80% of the five-day trailing volume weighted average price of
Fortune’s shares (“VWAP”) prior to the date of conversion. Commencing 180 days after the
shares issuable under the first convertible security become free trading, Fortune has the right to
repurchase the first convertible security, subject to Lind’s option to convert up to one third of the
face value into Fortune common shares prior to such repurchase at a conversion price equal to
80% of the 5-day VWAP. Lind will also receive a closing fee of $50,000 and 12,500,000
common share purchase warrants at an exercise price of $0.065 per common share for 60 months
from the date of issuance after closing.
Fortune is also pleased to report that it has entered into an amended option agreement with JFSL
to acquire its 77-acre site and 42,000 square feet of serviced shops and buildings located in
Lamont County Alberta where the Company plans to construct and operate the Alberta Refinery.
Fortune has completed option payments to JFSL, totalling C$1.4375 million to be applied
against the C$5.5 million purchase price and can complete the acquisition by paying JFSL the
balance of the purchase price by June 28, 2024. JFSL will also have the right to use the facilities
for a period of 18 months following Fortune’s purchase of the facilities. In addition, JFSL‘s
parent, “Worley Group” will have preferential rights to conduct certain engineering work for
Fortune.
The Toronto Stock Exchange (the “TSX”) has provided conditional approval in respect of the
Funding Agreement.
This press release shall not constitute an offer to sell or 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. The securities will not be and have not been registered under the United
States Securities Act of 1933 and may not be offered or sold in the United States absent
registration or applicable exemption from the registration requirements.
About The Lind Partners:
The Lind Partners manages institutional funds that are leaders in providing growth capital to
small- and mid-cap companies publicly traded in the US, Canada, Australia and the UK. Lind’s
multi-strategy funds make direct investments ranging from US$1 to US$30 million, invest in
syndicated equity placements and selectively buy on market. Having completed more than 200
direct investments totaling over US$2 billion in transaction value, Lind’s funds have been
flexible and supportive capital partners to investee companies since 2011.
About Fortune Minerals:
Fortune is a Canadian mining company focused on developing the NICO cobalt-gold-bismuth-
copper critical minerals project in the NWT and Alberta. Fortune also owns the satellite Sue-
Dianne copper-silver-gold deposit located 25 km north of the NICO Deposit and is a potential
future source of incremental mill feed to extend the life of the NICO mill and concentrator.
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This press release contains forward-looking information and forward-looking statements within
the meaning of applicable securities legislation. This forward-looking information includes
statements with respect to, among other things, additional drawdowns under the Funding
Agreement, use of the first drawdown under the Funding Agreement, the exercise by the
Company of its option to purchase of the JFSL site, the successful construction and completion
of the proposed hydrometallurgical refinery at the JFSL site, and the Company’s plans to
develop the NICO Project, including the successful the development and construction of the
planned NICO cobalt-gold-bismuth-copper mine and concentrator. Forward-looking
information is based on the opinions and estimates of management as well as certain
assumptions at the date the information is given (including, in respect of the forward-looking
information contained in this press release, assumptions regarding: final approval by the TSX in
respect of the Funding Agreement and related matters; extension of the option in respect of the
JFSL site; the Company’s ability to secure the necessary financing to fund the exercise of the
option and complete the purchase of the JFSL site; the Company’s ability to complete
construction of a NICO Project refinery; the Company’s ability to arrange the necessary
financing to continue operations and develop the NICO Project; the receipt of all necessary
regulatory approvals for the construction and operation of the NICO Project, including the
planned NICO cobalt-gold-bismuth-copper mine and concentrator and the timing thereof;
growth in the demand for cobalt; the time required to construct the NICO Project; and the
economic environment in which the Company will operate in the future, including the price of
gold, cobalt and other by-product metals, anticipated costs and the volumes of metals to be
produced at the NICO Project). However, such forward-looking information is subject to a
variety of risks and uncertainties and other factors that could cause actual events or results to
differ materially from those projected in the forward-looking information. These factors include
the risks that the TSX may not provide final approval in respect of the Funding Agreement and
related matters, that global geopolitical situations may interfere with the Company’s ability to
continue development of the NICO Project, the Company may not be able to complete the
purchase of the JFSL site and secure a site for the construction of a refinery, the Company may
not be able to finance and develop NICO on favourable terms or at all, uncertainties with
respect to the receipt or timing of required permits, approvals and agreements for the
development of the NICO Project, including the related hydrometallurgical refinery, the
construction of the NICO Project may take longer than anticipated, the Company may not be
able to secure offtake agreements for the metals to be produced at the NICO Project, the Sue-
Dianne Property may not be developed to the point where it can provide mill feed to the NICO
Project, the inherent risks involved in the exploration and development of mineral properties and
in the mining industry in general, the market for products that use cobalt or bismuth may not
grow to the extent anticipated, the future supply of cobalt and bismuth may not be as limited as
anticipated, the risk of decreases in the market prices of cobalt, bismuth and other metals to be
produced by the NICO Project, discrepancies between actual and estimated Mineral Resources
or between actual and estimated metallurgical recoveries, uncertainties associated with
estimating Mineral Resources and Reserves and the risk that even if such Mineral Resources
prove accurate the risk that such Mineral Resources may not be converted into Mineral Reserves
once economic conditions are applied, the Company’s production of cobalt, bismuth and other
metals may be less than anticipated and other operational and development risks, market risks
and regulatory risks. Readers are cautioned to not place undue reliance on forward-looking
information because it is possible that predictions, forecasts, projections, and other forms of
forward-looking information will not be achieved by the Company. The forward-looking
information contained herein is made as of the date hereof and the Company assumes no
responsibility to update or revise it to reflect new events or circumstances, except as required by
law.
Contacts
For further information please contact:
Fortune Minerals Limited
Troy Nazarewicz
Investor Relations Manager
Tel: (519) 858-8188
www.fortuneminerals.com