Generation Mining Announces C$8 Million Bought Deal Private Placement
Generation Mining Announces C$8
Million Bought Deal Private Placement
THIS NEWS RELEASE IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES
NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
Toronto, Ontario – May 6, 2019: Generation Mining Limited (CSE:GENM) (“Gen Mining” or the
“Company”) is pleased to announce that it has entered into an agreement with Haywood Securities
Inc. (“Haywood”), as lead underwriter on behalf of a syndicate of underwriters including Canaccord
Genuity Corp., PowerOne Capital Markets Limited and PI Financial Corp. (together with Haywood,
the “Underwriters”), pursuant to which the Underwriters have agreed to purchase, on a “bought deal”
private placement basis, 28,572,000 subscription receipts (the “Subscription Receipts”) at a price of
C$0.28 per Subscription Receipt (the “Issue Price”) for aggregate gross proceeds of C$8,000,160
(the “Offering”).
Each Subscription Receipt will be automatically converted, without paym ent of additional
consideration, into one unit of the Company (a “Unit”) in connection with Gen Mining’s previously
announced binding letter of intent with Sibanye Gold Limited to earn an initial 51% interest (and
potentially up to an 80% interest) in the Marathon PGM Property located near Marathon, Ontario
(the “Transaction”). The gross proceeds of the Offering, less 50% of the Underwriters’ fees and all
of the expenses of the Offering, will be held in escrow pending satisfaction of certain escrow release
conditions, including the satisfaction of conditions precedent to the completion of the Transaction.
In the event that the escrow release conditions are not satisfied within 90 days of the Closing Date
(as defined below), the gross proceeds of the Offering will be returned to the holders of the
Subscription Receipts and the Subscription Receipts shall be cancelled.
Each Unit shall be comprised of one common share in the capital of the Company (a “Common
Share”) and one-half of one Common Share purchase warrant (each whole Common Share purchase
warrant, a “Warrant”) of the Company. Each Warrant shall entitle the holder thereof to acquire one
Common Share (a “Warrant Share”) for an exercise price of C$0.45 per Warrant Share for a period
of 24 months from the date on which the escrow release conditions are satisfied.
The Company has agreed to grant to the Underwriters an option to sell up to an additional 4,285,800
Subscription Receipts on the same terms and conditions as the Offering, exercisable by Haywood in
whole or in part at any time up to 48 hours prior to the Closing Date.
The net proceeds of the Offering will be used by Gen Mining to satisfy the remaining C$2,900,000
cash portion of the purchase price to complete the Transaction, for exploration and development of
the Marathon PGM Property, and for working capital and general corporate purposes.
The Offering is scheduled to close on or about June 5, 2019 (the “Closing Date”), and is subject to
certain customary conditions including, but not limited to , satisfactory due diligence review and
investigations by the Underwriters and the receipt of all necessary regulatory and other approvals,
including the approval of the Canadian Securities Exchange.
The Subscription Receipts, the Common Shares, the Warrants and the Warrant Shares will be subject
to a hold period under applicable Canadian securities laws expiring four months and a day after the
Closing Date.
In connection with the Offering, Gen Mining has agreed to pay the Underwriters a cash commission
equal to 7.0% of the gross proceeds of the Offering (including in respect of the exercise of the
Underwriters’ option) and to issue to the Underwriters compensation Subscription Receipts which,
upon satisfaction of the release conditions, will be automatical ly converted into compensation
options to purchase that number of Units that is equal to 7.0% of the aggregate number of
Subscription Receipts issued by the Company under the Offering at an exercise price that is equal to
the Issue Price for a period of 24 months.
About the Property
The Property was developed from 1985 to 2010 by various companies and was eventually owned
by Marathon PGM Corporation. Stillwater Mining Company (“Stillwater”) acquired Marathon
PGM Corporation in 2010 for US$118 million. In 2017, the Property was acquired by Sibanye-
Stillwater when it purchased Stillwater.
The Property is located in north-western Ontario approximately 215 km east of Thunder Bay and
10 km north of Marathon, Ontario, on the eastern margin of the Coldwell Complex, a Proterozoic
layered intrusion. The palladium, platinum and copper mineralisation in the Property occurs
principally in the Two Duck Lake gabbro. The known zones of significant mineralisation have a
total north-south strike length of approximately 3km. The mineralisation has a true thickness
ranging from 4m to 183m.
More than 146,000 metres of drilling in 790 holes have been drilled to date on the Property, which
has been the subject of feasibility studies and numerous mineral resource estimates. The portion of
the Property that hosts the Marathon deposit has no outstanding royalties.
For further information on the Transaction and the Marathon PGM Property, see the Company’s
press release dated April 17, 2019.
Qualified Person
Rod Thomas, P.Geo., is a qualified person for the purposes of National Instrument 43-101,
Standards of Disclosure for Mineral Projects, and the Company's Vice-President, Exploration, and
a Director. He has prepared or reviewed and approved the scientific and technical information
contained in this news release.
About Generation Mining Limited
Generation Mining Limited is a base metal exploration and development company with various
property interests throughout Canada. Its primary business objective is to explore and further develop
these properties, and to continue to increase its portfolio of base and precious metal property a ssets
through acquisition.
For further information please contact:
Jamie Levy
President and Chief Executive Officer
(416) 640-2934
(416) 567-2440
Forward-Looking Information
This news release includes certain information that may be deemed “forward -looking information”
under applicable securities laws. All statements in this release, other than statements of historical
facts, that address the closing of the Offering, the conversion of the Subscription Receipts for Units,
the receipt of regulatory and other approvals, the Transaction, the acquisition of the Marathon PGM
Property and future work thereon, exploration activities and events or developments that the
Company expects is forward-looking information. Although the Company believes the expectations
expressed in such statements are based on reasonable assumptions, such statements are not
guarantees of future performance and actual results or developments may differ materially from those
in the statements. There are certain factors that could cause actual results to differ materially from
those in the forward-looking information. These include the results of the Company’s due diligence
investigations, market prices, exploration successes, continued availability of capital and financing,
and general economic, market or business conditions. Investors are cautioned that any such
statements are not guarantees of future performance and actual results or developments may differ
materially from those projected in the forward- looking information. For more information on the
Company, investors are encouraged to review the Company’s public filings at www.sedar.com. The
Company disclaims any intention or obligation to update or revise any forward- looking information,
whether as a result of new information, future events or otherwise, other than as required by law.