NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR
FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY,
OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES.
RNC Minerals (TSX: RNX) ("RNC" or the “Company") is pleased to
announce that it has entered into an agreement with Haywood
Securities Inc. ("Haywood") as sole bookrunner and lead
underwriter, on its own behalf and on behalf of a syndicate of
underwriters (together with Haywood, the "Underwriters"), pursuant
to which the Underwriters have agreed to purchase, on a “bought
deal” basis, 13,044,000 common shares of the Company (the "Common
Shares") at a price of $0.46 per Common Share for gross proceeds to
the Company of $6,000,240 (the "Offering"). Clarksons Platou
Securities AS will be engaged as selling agent in the Offering.
Concurrent with the Offering, the Underwriters
have also agreed to purchase, on a “bought deal” private placement
basis, 6,521,000 Common Shares of the Company at a price of $0.46
per Common Share for additional gross process of $2,999,660 (the
“Private Placement”). The Private Placement will be sold to Eric
Sprott or his designee.
The Company has agreed to grant the Underwriters
an over-allotment option (the "Over-Allotment Option") to increase
the size of the Offering and the Private Placement by up to an
additional 15%, such option being exercisable in whole or in part
at any time prior to the date that is 30 days after the closing of
the Offering or 48 hours prior to closing of the Private Placement.
In the event that the Over-Allotment Option is exercised in full,
the aggregate gross proceeds of the Offering and the Private
Placement to RNC will be $10,349,885.
The Company intends to use the net proceeds of
the Offering and the Private Placement to fund exploration and
development expenditures at the Company’s Beta Hunt mine and for
general corporate purposes.
The Common Shares under the Offering will be
offered by way of short form prospectus in each of the provinces of
Canada, including Québec, pursuant to National Instrument 44-101 –
Short Form Prospectus Distributions. These Common Shares will not
be offered or sold in the United States except under Rule 144A or
Regulation D or in such other manner as to not require registration
under the United States Securities Act of 1933, as amended.
The Offering and the Private Placement are
scheduled to close on or about January 16, 2019 and are subject to
certain conditions including, but not limited to, receipt of all
regulatory approvals, including the approval of the Toronto Stock
Exchange and the applicable securities regulatory authorities.
The securities offered in the Offering and the
Private Placement have not been, and will not be, registered under
the U.S. Securities Act or any U.S. state securities laws, and may
not be offered or sold in the United States or to, or for the
account or benefit of, United States persons absent registration or
any applicable exemption from the registration requirements of the
U.S. Securities Act and applicable U.S. state securities laws. This
press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities in the United States,
nor will there be any sale of these securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful.
About RNC
RNC has a 100% interest in the producing Beta
Hunt gold mine located in Western Australia where a significant
high grade gold discovery - “Father’s Day Vein” - was recently
made. RNC has initiated a 40,000 metre drill program on near mine
exploration targets focused on the Father’s Day Vein area, results
of which will be incorporated into an updated NI 43-101 compliant
Mineral Resource Estimate targeted for Q2 2019. Beta Hunt gold
resource potential is underpinned by multiple gold shears with gold
intersections across a 4km strike length which remain open in
multiple directions adjacent to an existing 5km ramp network. RNC
also has a 28% interest in a nickel joint venture that owns the
Dumont Nickel-Cobalt Project located in the Abitibi region of
Quebec which contains the second largest nickel reserve and eighth
largest cobalt reserve in the world. RNC owns a 35% interest in
Orford Mining Corporation, a mineral explorer focused on highly
prospective and underexplored areas of Northern Quebec and the U.S.
Carolina Gold Belt. RNC has a strong management team and Board with
over 100 years of mining experience. RNC's common shares trade on
the TSX under the symbol RNX. RNC shares also trade on the OTCQX
market under the symbol RNKLF.
Cautionary Statement Concerning
Forward-Looking Statements
This news release contains "forward-looking
information" including without limitation statements relating to
the success of the bought deal financing and use of proceeds
therefrom, liquidity and capital resources of RNC, production
guidance and the potential of the Beta Hunt Mine as well as the
potential of the Dumont development project and Orford Mining's
Qiqavik, West Raglan, Jones-Keystone Loflin and Landrum-Faulkner
exploration properties.
Forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of RNC to be materially
different from any future results, performance or achievements
expressed or implied by the forward-looking statements. Factors
that could affect the outcome include, among others: future prices
and the supply of metals; the results of drilling; inability to
raise the money necessary to incur the expenditures required to
retain and advance the properties; environmental liabilities (known
and unknown); general business, economic, competitive, political
and social uncertainties; results of exploration programs;
accidents, labour disputes and other risks of the mining industry;
political instability, terrorism, insurrection or war; or delays in
obtaining governmental approvals, projected cash operating costs,
failure to obtain regulatory or shareholder approvals. For a more
detailed discussion of such risks and other factors that could
cause actual results to differ materially from those expressed or
implied by such forward-looking statements, refer to RNC's filings
with Canadian securities regulators, including the most recent
Annual Information Form, available on SEDAR
at www.sedar.com.
Although RNC has attempted to identify important
factors that could cause actual actions, events or results to
differ materially from those described in forward-looking
statements, there may be other factors that cause actions, events
or results to differ from those anticipated, estimated or intended.
Forward-looking statements contained herein are made as of the date
of this news release and RNC disclaims any obligation to update any
forward-looking statements, whether as a result of new information,
future events or results or otherwise, except as required by
applicable securities law.
For more information, please contact:
Rob Buchanan
Director, Investor
Relations
T: (416)
363-0649
www.rncminerals.com