Dalradian Resources Inc. Dalradian To Receive C$84.75 Million Through Private Placement And Warrant Exercise
October 10 2017 - 2:00AM
UK Regulatory
TIDMDALR
Dalradian to receive C$84.75 million through Private Placement and
Warrant Exercise
TORONTO, ONTARIO--(Marketwired - Oct. 10, 2017) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
Dalradian Resources Inc. (TSX:DNA)(AIM:DALR) ("Dalradian" or the
"Company") is pleased to announce that it has entered into subscription
agreements with each of Orion Mine Finance II LP ("Orion") and Osisko
Gold Royalties Ltd ("Osisko") pursuant to which Orion will make an
investment of C$50 million and Osisko will make an investment of C$28.25
million into the Company by way of a non-brokered private placement, for
gross proceeds of C$78.25 million (the "Private Placement"). In addition,
Osisko plans to exercise 6.25 million warrants at $1.04 later today,
bringing the total funding to approximately C$84.75 million
(approximately GBP51 million).
Pursuant to the Private Placement, Orion will acquire 34,013,605 common
shares of Dalradian (the "Common Shares") and Osisko will acquire
19,217,687 Common Shares, each at a price of C$1.47 per Common Share
(the "Issue Price"). The Issue Price represents a 7% premium to the
closing price of the Common Shares on the Toronto Stock Exchange on
October 6, 2017. The Company intends to use the proceeds of the Private
Placement for general working capital purposes.
Upon closing of the Private Placement, Orion will own approximately
9.75% of Dalradian's issued and outstanding common shares and Osisko
will own approximately 9.1% of Dalradian's issued and outstanding common
shares, in each case after giving effect to the warrant exercise by
Osisko.
Patrick F.N. Anderson, Dalradian's CEO, commented, "This is a strong
vote of confidence in both the Curraghinalt Gold Project and in Northern
Ireland as an investment destination by two highly respected mining
finance groups. Today's placement, together with all recent warrant
exercises, will provide the company with additional equity funding in
excess of C$110 million. This means that the company is now well-funded
to move Curraghinalt through permitting, while continuing to expand and
improve the value of the project through further investment in
exploration and engineering."
Michael Barton, Portfolio Manager at Orion Resource Partners said,
"Orion is delighted to become a meaningful investor in one of the most
exciting undeveloped gold deposits globally. We look forward to working
with Dalradian as Curraghinalt moves through permitting and into
construction."
Sean Roosen, Chairman and CEO of Osisko said, "We are very pleased to
participate in the advancement of one of the world's top undeveloped
gold projects in a new emerging gold district. We look forward to
working with Dalradian management, Orion and Dalradian's stakeholders to
provide the necessary funding for the realization and development of the
Curraghinalt Gold Project."
The subscription agreements entered into with Orion and Osisko contain
various covenants and rights, including among other things, a standstill,
participation rights in favour of the investors to maintain their pro
rata interest in Dalradian and rights to match other offers for project
financing. In addition, Dalradian has granted Orion the right to
designate one nominee to the board of directors of Dalradian and a
period of exclusivity with respect to the negotiation of future project
financing.
Closing of the Private Placement is anticipated to occur on or prior to
November 30, 2017 and the subscription by each of Orion and Osisko are
cross conditional. Closing of the Private Placement is also subject to
certain other conditions, including the submission by the Company of its
application to obtain planning permission from the Department of
Infrastructure (Northern Ireland) to build a mine at the Curraghinalt
Gold Project and the receipt of all required regulatory approvals,
including the conditional approval of the Toronto Stock Exchange. The
Company intends to apply for the admission of the Common Shares issuable
in connection with the Private Placement on the AIM market of the London
Stock Exchange as soon as practicable. All securities issued in the
Private Placement will be subject to a statutory hold period in Canada
of four months and one day from closing.
This news release does not constitute an offer to sell or a 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 have not been and will not be registered under
the U.S. Securities Act, or the securities laws of any state of the
United States and may not be offered or sold within the United States
(as defined in Regulation S under the U.S. Securities Act) unless
registered under the U.S. Securities Act and applicable state securities
laws or pursuant to an exemption from such registration requirements.
About Dalradian Resources Inc.
Dalradian Resources Inc. is a mineral exploration and development
company that is focused on advancing its high-grade Curraghinalt Gold
Project located in Northern Ireland, United Kingdom.
FORWARD LOOKING STATEMENTS
This press release contains "forward-looking information" which may
include, but is not limited to, statements with respect to completion of
the Private Placement, receipt of all regulatory and stock exchange
approvals, the use of proceeds, future financial or operating
performance of the Company and its subsidiary and its mineral project,
the future price of metals, test work and confirming results from work
performed to date, the estimation of mineral resources and mineral
reserves, the realization of mineral resource and mineral reserve
estimates, the timing and amount of estimated future production, costs
of production, capital, operating and exploration expenditures, costs
and timing of the development of new deposits, costs and timing of
future exploration, requirements for additional capital, government
regulation of mining operations, environmental risks, reclamation
expenses, title disputes or claims, limitations of insurance coverage,
the timing and possible outcome of pending regulatory matters and the
realization of the expected production, economics and mine life of the
Curraghinalt gold deposit.
Often, but not always, forward-looking statements can be identified by
the use of words and phrases such as "plans," "expects," "is expected,"
"budget," "scheduled," "estimates," "forecasts," "intends," "anticipates,
" or "believes" or variations (including negative variations) of such
words and phrases, or state that certain actions, events or results "may,
" "could," "would," "might" or "will" be taken, occur or be achieved.
Forward-looking statements are based on the opinions and estimates of
management as of the date such statements are made and are based on
various assumptions, such as completion of the Private Placement,
receipt of all regulatory and stock exchange approvals, the use of
proceeds being applied as intended, continued political stability in
Northern Ireland, that permits required for Dalradian's operations will
be obtained in a timely basis in order to permit Dalradian to proceed on
schedule with its planned exploration and mine development, construction
and production programs, that skilled personnel and contractors will be
available as Dalradian's operations commence and continue to grow
towards production and mining operations, that the price of gold will be
at levels that render the Dalradian's mineral project economic, that the
Company will be able to continue raising the necessary capital to
finance its operations and realize on mineral resource and mineral
reserve estimates and current mine plans, that the assumptions contained
in the Company's Technical Report dated January 25, 2017 are accurate
and complete, that the results of the ESIA will be positive and that a
permitting application for mine construction will be approved.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of Dalradian to be materially different from
any future results, performance or achievements expressed or implied by
the forward-looking statements. Such factors include, among others,
general business, economic, competitive, political and social
uncertainties; the actual results of current and future exploration
activities; the actual results of reclamation activities; conclusions of
economic evaluations; meeting various expected cost estimates; changes
in project parameters and/or economic assessments as plans continue to
be refined; future prices of metals; possible variations of mineral
grade or recovery rates; the risk that actual costs may exceed estimated
costs; failure of plant, equipment or processes to operate as
anticipated; accidents, labour disputes and other risks of the mining
industry; political instability; delays in obtaining governmental
approvals or financing or in the completion of development or
construction activities, as well as those factors discussed in the
section entitled "Risk Factors" in the Company's Annual Information Form
for the year ended December 31, 2016 dated March 23, 2017.
Although the Company 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 press release and the Company
disclaims any obligation to update any forward-looking statements,
whether as a result of new information, future events or results, except
as may be required by applicable securities laws. There can be no
assurance that forward-looking statements will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not place
undue reliance on forward-looking statements.
Contact Information
-- Marla Gale Vice President Communications +1 416 583 5600
investor@dalradian.com Grant Thornton UK LLP (Nominated Adviser) Philip
Secrett / Richard Tonthat +44 (0)20 7383 5100 Canaccord Genuity Limited
(Broker) Henry Fitzgerald-O'Connor / Martin Davison +44 (0)20 7523 8000
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Dalradian Resources Inc. via Globenewswire
http://www.dalradian.com/
(END) Dow Jones Newswires
October 10, 2017 02:00 ET (06:00 GMT)
Copyright (c) 2017 Dow Jones & Company, Inc.
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