A$14M Raised IN Private Placement Announcement to the Toronto Stock Exchange and Australian Stock Exchange
Not for release to US wire services or distribution in the United States
A$14M RAISED IN PRIVATE PLACEMENT
ANNOUNCEMENT TO THE TORONTO STOCK EXCHANGE
AND AUSTRALIAN STOCK EXCHANGE
4 JULY 2023
HIGHLIGHTS
• Approximately A$14 million to be raised via institutional share placement
• Placement strongly supported by a number of leading institutional investors
• Placement strengthens RTG’s balance sheet enabling the Company to advance
the Mabilo Project towards start-up together with other business development
opportunities
The Board of RTG Mining Inc. (“ RTG”, the “Company”) (TSX Code: RTG, ASX Code:
RTG) is pleased to announce that the Company has received commitments to raise
approximately A$14 million (circa US$9 million) in a private plac ement to institutional
and sophisticated investors (“Private Placement”).
With the recent announcement of a prominent and successful new partner for the Mabilo
Project in the Philippines t he Private Placement received strong institutional support,
demonstrating the considerable support for RTG’s high grade copper/gold/magnetite
Mabilo Project and the Company’s other projects and opportunities.
The Private Placement will result in the issue of approximately 289.9 million Chess
Depository Instruments (“Securities”) to be listed on the ASX at an issue price of
A$0.048 per Security (“Issue Price”), representing a 7.7% discount to RTG’s last closing
price on the ASX of A$0.052. The Company will also issue two (2) free attaching unlisted
options for every three (3) Securities issued pursuant to the Placement (exercisable at
7.5c with a 12 month expiry from the date of issue) (“Attaching Options”).
Net proceeds of the Private Placemen t will be used to continue to advance the Mabilo
Project towards start -up, the first phase being a Direct Shipping Operation as well
progress plans for additional exploration at the Mabilo Project, exploration plans at the
Company’s Chanach Copper and Gold Project in the Kyrgyz Republic , continue the
pursuit of new potential business development opportunities, including the Panguna
Project in the Autonomous Region of Bougainville, repayment of the US$0.5 million
Corporate Loan Facility together with any interest and general working capital purposes.
Placement Details
The Private Placement consists of 289.9 million new Securities to be issued at the Issue
Price of A$0.048 per Security to raise total funds of circa A$14 million. The first tranche
of approximately 208.9 million Securities are expected to be issued on or around 12 July
2023 under the Company's ASX placement capacity, comprising the issue of:
• 125,808,218 Securities using the Company's 15% placement capacity under ASX
Listing Rule 7.1 to raise ~A$6 million (before costs); and
• 83,084,972 Securities using the Company's 10% placement capacity under ASX
Listing Rule 7.1A to raise ~A$4 million (before costs).
The balance of the Private Placement (~81 million Securities) relates to:
• subject to receiving shareholder approval under ASX Listing Rule 10.11.1, the issue
of up to 3.6 million Securities to the RTG Directors; and
• subject to receiving shareholder approval under ASX Listing Rule 7.1, the issue of a
total of up to 77.4 million Securities to the Company’s substantial shareholders,
Equinox Partners and a portion of the Hains Family subscription. Equinox Partners
and the Hains Family have committed to subscribe for 57.5 million and 19.9 million
Securities respectively in respect of Tranche 2 . The participation by Equinox
Partners and the Hains Family are expected to result in those shareholders holding
a 19.7% and 18.3% interest in RTG respectively.
Shareholder approval under ASX Listing Rule 7.1 will also be sought at the General
Meeting for the issue of the Attaching Options described above.
Details relating to the issue of these securities will be set out in a Notice of Meeting to
be sent to shareholders in due course.
The Private Placement will be conducted under exemptions from prospectus and
registration requirements of securities laws in relevant countries. The Private Placement
is subject to approval of TSX.
Euroz Hartleys and Foster Stockbroking, together with INTE Securities LLC and M2 -
Advisors (the “Agents”), acted as Joint Lead Managers to the Private Placement.
ABOUT RTG MINING INC
RTG Mining Inc. is a mining and exploration company listed on the main board of the
Toronto Stock Exchange and the Australian Securities Exchange. RTG is currently
focused primarily on progressing the Mabilo Project to start -up having now received a
mining permit for the Project, with a view to moving quickly and safely to a producing gold
and copper company.
RTG also has a number of exciting new opportunities including the Panguna Project in
Bougainville, which it remains committed to while also considering further new busine ss
development opportunities.
RTG has an experienced management team which has to date developed seven mines
in five different countries, including being responsible for the development of the Masbate
Gold Mine in the Philippines through CGA Mining Limite d. RTG has some of the most
respected international institutional investors as shareholders including Franklin
Templeton, Equinox Partners and Sun Valley.
ENQUIRIES
Australian Contact US Contact
President & CEO – Justine Magee Investor Relations – Jaime Wells
Tel: +61 8 6489 2900 +1 970 640 0611
Fax: +61 8 6489 2920
Email: [email protected] [email protected]
COMPLIANCE STATEMENT
Date: 4 July 2023
Authorised for release by: By the Board of Directors
CAUTIONARY NOTE STATEMENT
The Toronto Stock Exchange has not reviewed nor does it accept responsibility for the
accuracy or adequacy of this press release, which has been prepared by management.
This announcement includes certain “forward -looking statements” within the meaning of
Canadian securities legislation. All statements in this announcement, other than
statements of historical facts are forward-looking statements, including statements made
or implied relating to the anticipated timing, closing, siz e, structure of and exemptions
utilized under the Private Placement, the use of the net proceeds from the Private
Placement, the timing of the shareholder meeting to approve Tranche 2 of the Private
Placement, the Company’s opportunities to diversify its P hilippine interests and to
participate in the redevelopment of the Panguna Mine in Bougainville , the Company's
objectives, strategies to achieve those objectives, the Company's beliefs, plans,
estimates and intentions, and similar statements concernin g anticipated future events,
plans for further exploration. Forward -looking statements involve various risks and
uncertainties and are based on certain factors and assumptions. 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. Important factors
that could cause actual results to differ materially from RTG’s expectations include
uncertainties related to market conditions and demand for t he Private Placement, the
receipt of requisite shareholder and regulatory approvals, fluctuations in gold and other
commodity prices and currency exchange rates; uncertainties relating to interpretation of
drill results and the geology, continuity and grad e of mineral deposits; uncertainty of
estimates of capital and operating costs, recovery rates, production estimates and
estimated economic return; the need for cooperation of government agencies in the
development of RTG’s mineral projects; the need to obtain additional financing to develop
RTG’s mineral projects; the possibility of delay in development programs or in
construction projects and uncertainty of meeting anticipated program milestones for
RTG’s mineral projects and other risks and uncertainties as discussed in RTG’s annual
report for the year ended December 31, 2022 and detailed from time to time in our other
filings with the Canadian securities regulatory authorities available at www.sedar.com.
The forward‐looking statements made in this announ cement relate only to events as of
the date on which the statements are made. RTG will not release publicly any revisions
or updates to these forward ‐looking statements to reflect events, circumstances or
unanticipated events occurring after the date of this announcement except as required by
law or by any appropriate regulatory authority.
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES
This announcement has been prepared for publication in Canada and Australia and may
not be released to US wire services or distributed in the United States. This
announcement does not constitute an offer to sell, or a solicitation of an offer to buy,
securities in the United States or any other jurisdiction. Any securities described in this
announcement have not been, and will not be, registered under the US Securities Act of
1933, as amended (the “US Securities Act”), or any state securities laws, and may not be
offered or sold in the United States or to or for the account or benefit of a U.S. Person (as
defined in Regulation S under the US Securities Act), except in transactions exempt from,
or not subject to, registration under the US Securities Act and applicable US state
securities laws.