Metals Update 19/02/2021

Horizonte closes $25M (U.S.) financing

Horizonte Minerals PLC has successfully completed the placing as part of the fundraise announced yesterday afternoon.

Jeremy Martin, chief executive officer of Horizonte, commented: “The financing completed today provides Horizonte with a strong balance sheet as we enter this next phase of the company’s evolution as we advance Araguaia through to start of construction. This funding allows us to fast-track critical path workstreams, advance long lead items and continue to build our team.

“This capital raise was underpinned by the strength of Horizonte’s investment opportunity and the increasing appetite of investors for nickel. Horizonte owns 100 per cent of the Araguaia ferronickel project and the Vermelho nickel cobalt project — both high-grade, low-cost, long-mine-life assets, which allow us to be highly competitive globally. These two development-stage assets have the flexibility to supply both the large and established stainless steel market and the rapidly growing electric vehicle battery market.

“Horizonte is at a very exciting time as we transition to becoming a nickel producer. We have a scalable production profile that will position the company as a significant nickel producer globally. As part of this transition, it is important that we continue to attract large, long-term institutional shareholders to support our growth. We look forward to updating the market on our continued progress throughout H1 as we work towards completing the full project financing package for Araguaia.”

A total of 162,718,353 new ordinary shares in the capital of the company have been placed with new and existing investors at a placing price of 7.5 pence per placing share. The fundraise raised gross proceeds of approximately 18.0 million for the company (approximately $25-million (U.S)/$31.7-million) (before expenses), approximately 12.2 million British pounds from the placing and approximately 5.8 million British pounds from the Canadian offering.

The new ordinary shares to be issued pursuant to the placing and upon conversion of the special warrants to be issued pursuant to the Canadian offering will represent 16.5 per cent of the issued ordinary share capital of the company prior to the placing.

The placing was conducted by Cantor Fitzgerald Canada Corp., Peel Hunt LLP and BMO Capital Markets Ltd. acting as joint bookrunners. The Canadian offering was undertaken by a syndicate led by Paradigm Capital Inc. as sole bookrunner and included Cormark Securities Inc. The new ordinary shares issued pursuant to the placing will be issued credited as fully paid and will rank pari passu in all respects with the existing ordinary shares from their admission to trading on the Alternative Investment Market.

The company has applied to the London Stock Exchange for admission and to the Toronto Stock Exchange to list the placing shares. Subject to, inter alia, the placing agreement not having been terminated in accordance with its terms as well as admission to AIM, it is expected that admission to AIM of the placing shares will occur at 8 a.m. on or around Feb. 23, 2021, and admission to the TSX on or around Feb. 23, 2021.

Settlement of the ordinary shares issued on conversion of the special warrants will occur pursuant to the terms described under the heading the Canadian offering in the placing announcement. An application will be made for admission of those shares to trading on AIM and to the TSX in due course. Further announcements regarding the subscription of the special warrants, publication of the Canadian short form prospectus and admission of those shares will be made in due course as required by market rules.

In accordance with the provision of the disclosure guidance and transparency rules (DTRs) of the FCA (Financial Conduct Authority), the company confirms that, following admission, its issued share capital will comprise 1,612,095,640 ordinary shares, each of which carries the right to vote, with no ordinary shares held in treasury. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the company under the DTRs.

Related-party transaction

Canaccord Genuity Wealth Management (which holds shares representing approximately 10.0 per cent of the company’s share capital as at the date hereof) is a related party of the company and will be participating in the placing by subscribing for 23.93 million placing shares. This constitutes a related-party transaction under Rule 13 of the AIM rules for companies. As such, the directors of the company consider, having consulted with the company’s nominated adviser, Peel Hunt, that the terms of the participation in the placing by Canaccord are fair and reasonable insofar as the company’s shareholders are concerned. This also constitutes a related-party transaction under Canadian Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions. The company has determined that the participation in the placing by the related party is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of securities issued to the related party nor the consideration paid by the related party exceeded 25 per cent of the company’s market capitalization. The company did not file a material change report in respect of the related-party transaction 21 days in advance of the anticipated closing date of the placing because the related-party participation had not been determined at that time. The shorter period is necessary in order to permit the company to close the placing in a time frame consistent with usual market practice for transactions of this nature.

We seek Safe Harbor.

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Alpha Lithium Closes Oversubscribed $23,000,000 Bought Deal Offering

VANCOUVER, British Columbia, Feb. 19, 2021 (GLOBE NEWSWIRE) — Alpha Lithium Corporation (TSX.V: ALLI) (“Alpha” or the “Company”), sole owner of one of the last large, undeveloped salars in Argentina’s Lithium Triangle, is pleased to announce it has closed the previously announced short form prospectus offering of units (the “Units”), on a bought deal basis, for gross proceeds of $23,008,050 (the “Offering”). The Offering was conducted by Echelon Wealth Partners Inc. and Leede Jones Gable Inc. (the “Underwriters”).

The net proceeds of the Offering will be used to fund the pursuit of strategic acquisitions, mineral exploration expenditures on the Company’s Tolillar Lithium Project in Argentina, as well as general working capital purposes, all as further set out in the prospectus.

Brad Nichol, President and CEO, commented, “We are very pleased to see the broad-based, international, institutional support for Alpha Lithium. The completion of the offering has strengthened our balance sheet, and now with a solid cash position of more than $35 million, Alpha can extend the scope of its drilling program and accelerate some of the exceptional work being undertaken with Direct Lithium Extraction (“DLE”) partners and technology providers. In addition to developing the Tolillar Salar in Argentina, the Company will be in a very strong position to consider opportunistic acquisitions, partnerships and enter DLE negotiations with various parties.”

Each Unit consists of one common share of the Company and one common share purchase warrant (each, a “Warrant”), each Warrant being exercisable for a period of 24 months from the date of closing (the “Closing”) at an exercise price of $1.10. The Underwriters received cash commission equal to 7% of the gross proceeds of the Offering and Underwriters’ warrants that allow the Underwriters to purchase up to 1,988,350 common shares of the Company at a price of $0.81 for a period of 24 months from Closing. A total of 28,405,000 Units of the Company at a price per Unit of $0.81 were issued under the Offering, inclusive of the exercise of the over-allotment option in its entirety.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.


“Brad Nichol”

Brad Nichol
President, CEO and Director

For more information:
Alpha Lithium Investor Relations
Tel: +1 844 592 6337

About Alpha Lithium (TSX.V: ALLI)

Alpha Lithium is a growing team of industry professionals and experienced stakeholders focused on the development of the Tolillar Salar. Together, we have assembled 100% ownership of what may be one of Argentina’s last undeveloped lithium salars, encompassing 27,500 hectares (67,954 acres), neighboring multi-billion-dollar lithium players in the heart of the renowned “Lithium Triangle”. Other companies in the area exploring for lithium brines or currently in production include Galaxy Lithium, Livent, and POSCO in Salar del Hombre Muerto; Orocobre in Salar Olaroz; Eramine SudAmerica S.A. in Salar de Centenario; and Gangfeng and Lithium Americas in Salar de Cauchari.

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Forward-Looking Statements

No securities regulatory authority has reviewed nor accepts responsibility for the adequacy or accuracy of the content of this news release.

This news release contains forward-looking statements and other statements that are not historical facts. Forward-looking statements are often identified by terms such as “will”, “may”, “should”, “anticipate”, “expects” and similar expressions. All statements other than statements of historical fact, included in this news release are forward-looking statements that involve risks and uncertainties. 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 the Company’s expectations include the failure to satisfy the conditions of the relevant securities exchange(s) and other risks detailed from time to time in the filings made by the Company with securities regulators. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will update or revise publicly any of the included forward-looking statements as expressly required by applicable law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. 

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