A$19.5M Raised IN Strongly Supported Placement Announcement to the Toronto Stock Exchange and Australian Securities Exchange
Not for release to US wire services or distribution in the United States
A$19.5M RAISED IN STRONGLY SUPPORTED PLACEMENT
ANNOUNCEMENT TO THE TORONTO STOCK EXCHANGE
AND AUSTRALIAN SECURITIES EXCHANGE
31 MARCH 2025
HIGHLIGHTS
• RTG Mining Inc. has received firm commitments to raise approximately A$19.5
million via a two-tranche institutional placement
• The placement received strong support from a number of leading institutional
investors including both existing shareholders and a number of new investors
• Placement strengthens RTG’s balance sheet enabling the Company to advance
the Mabilo Project towards start-up together with other business development
opportunities
• Placement follows recently secured partnership with one of the largest natural
resource companies in the world, Glencore International AG, to finance Stage
1 start-up of the high-grade Copper and Gold Mabilo Project
• Secured Financing Facility from Glencore provides for a total of up to US$30m
in three-tranches covering 100% of the estimated capex for Stage 1
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$19.5 million (circa US$12.3 million) in a placement to institutional and
sophisticated investors (“Placement”).
As recently reported (see ASX announcement dated 6 March 2025), the Secured
Financing Facility with Glencore International AG (“Glencore”), provides for a total of
up to US$30 million (in three-tranches), on attractive terms, for the development of Stage
1 of the high-grade copper and gold Mabilo Project in the Philippines . Subsequent to
securing binding finance and offtake arrangements with Glencore, the Placement has
received strong institutional demand, demonstrating the considerable support for RTG’s
high-grade copper and gold strategy.
The Placement will result in the issue of approximately 783 million Chess Depository
Instruments (“New Securities”) to be listed on the ASX at an issue price of A$0.025 per
Security (“Issue Price”), representing a 3.8% discount to RTG’s last closing price on the
ASX of A$0.026.
Net proceeds of the Placement will be used to provide working capital to advance the
Mabilo Project towards start-up and operations to unlock the early and strong cashflows
of the project, with the first phase being a Direct Shipping Operation . RTG will also be
well funded to progress plans for additional exploration at the Mabilo Project to expand
the current reserve in the oxide layer, including additional high grade supergene
chalcocite copper material and further drilling to then expand the reserves in the primary
skarn material for Stage 2.
In addition to this drilling, RTG will commit to a 5,000m drill program at the Chanach
Project, including 3,000m into the potential high grade porphyry target identified in the
recent 3DIP programs. This will run from late May through to October/November
depending on the available field season. Other work plans include continuing the pursuit
of new potential business development opportunities, including the Panguna Project in
the Autonomous Region of Bougainville and general working capital purposes.
Placement Details:
The Placement consists of 783 million New Securities to be issued at the Issue Price of
A$0.025 per Security to raise total funds of circa A$19.5 million. The Placement will be
conducted in two tranches. The first tranche of approximately 169,297,750 New
Securities is expected to be issued on or around 9 April 2025 using the Company's 15%
placement capacity under ASX Listing Rule 7.1 to raise ~A$4.2 million (before costs).
The second tranche of New Securities, being t he balance of the Placement ( ~613.7
million New Securities), will be issued as follows:
• subject to receiving shareholder approval under ASX Listing Rule 10.11, the issue of
up to 7 million New Securities to the RTG Directors and up to 241 million New
Securities to Equinox Partners LP, which is deemed to be a ‘related party’ of the
Company by virtue of Non -Executive Director Mr Sean Fieler’s position as a
controlling member of Equinox Partners GP, the General Partner of Equinox Partners
LP; and
• subject to receiving shareholder approval under ASX Listing Rule 7.1, the further
issue of a total of up to 365 million New Securities to institutional and sophisticated
investors (including existing shareholders of RTG).
Shareholder approval for the issue of the New Securities under the second tranche of
the Placement will be sought at a General Meeting of the Company expected to be held
in May 2025. Settlement and allotment of New Securities under the second tranche of
the Placement are expected to occur shortly after approval is obtained at the General
Meeting. Furter details relating to the issue of these New Securities will be set out in a
Notice of Meeting to be sent to shareholders in due course.
Foster Stockbroking Pty Ltd ( “FSB”) acted as lead manager and bookrunner to the
Placement (“Lead Manager”).
The Placement will be conducted under exemptions from prospectus and registration
requirements of securities laws in relevant countries . The Placement is subject to
approval of TSX.
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 several exciting new opportunities including the Panguna Project in
Bougainville, which it remains committed to while also considering further new business
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 Limited. RTG has some of the most
respected international institutional investors as shareholders including Equinox Partners
and Franklin Templeton.
ENQUIRIES
President & CEO – Justine Magee
Tel: +61 8 6489 2900
Email: [email protected]
Australian Investor and Media Contact
Sam Burns: +61 400 164 067
Email: [email protected]
COMPLIANCE STATEMENT
Date: 31 March 2025
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, size, structure of and exemptions
utilized under the Placement, the use of the net proceeds from the Placement, the timing
of the shareholder meeting to approve Tranche 2 of the Placement, the Company ’s
opportunities to diversify its Philippine 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 concerning 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 wi ll 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 the 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 grade
of mineral deposits; uncertainty of estimates of capital and operati ng 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 possi bility 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, 2024 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 announcement
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.