Revised Term Sheet Private Placement

RNS Number : 8251F

SolGold PLC

01 August 2016

 

1 August 2016

SolGold plc

("SolGold" or the "Company")

Execution of Revised Term Sheet
for Private Placement of Ordinary Shares to Raise up to US$36.5m

The Board of Directors of SolGold (AIM: SOLG) is pleased to announce that further to the 8 July 2016 press release, it has entered into a revised agreement with Maxit Capital LP (Maxit) for a private placement of up to US$36.5 million.

Maxit has agreed to subscribe for up to 268.8 million ordinary shares at US$0.08 per ordinary share for gross proceeds of US$21.5 million plus an option for up to a further US$15 million (Placement Shares).  The amount available for subscription under the option may be reduced at SolGold's election.  The US$0.08 price represents a 97% premium to the Company's closing mid-market share price prior to the initial announcement of the Maxit private placement and a 28.9% premium to the latest closing mid-market price on Friday 29 July 2016.  Maxit is entitled to include third parties in the placement of shares, subject to the approval of SolGold. 

Maxit is entitled to appoint a representative to the SolGold Board of Directors.

The placement is scheduled to close on or about 24 August 2016 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including securities regulatory authorities.

The net proceeds from the placement will be used for general corporate purposes, including working capital, and continued advancement of the Cascabel Project in Ecuador owned by Exploraciones Novomining SA in which SolGold holds an 85% interest.

Under the agreement, Maxit shall also be entitled, on closing of the placement, to receive a fee of 6% of the gross proceeds raised which may, at the election of Maxit, be satisfied in ordinary shares at the issue price, and will also be issued warrants for 6% of the ordinary shares issued pursuant to the placement, half exercisable at 14p and half exercisable at 28p.  The warrants will have a 24 month exercise period.

Commenting on the capital raising Executive Director Nick Mather said:

"We are enthused by the speed with which Maxit has grasped the scale and class of this Tier 1 project.  The funds will enable aggressive drill testing of the other seven priority targets in the Cascabel cluster, and the definition of a maiden resource at Alpala."

By order of the Board

Karl Schlobohm

Company Secretary

CONTACTS

Mr Nicholas Mather                                                                                       Tel: [phone]

SolGold Plc (Executive Director)                                                                        [phone]

[e-mail]

Mr Karl Schlobohm                                                                                         Tel: [phone]

SolGold Plc (Company Secretary)

[e-mail]

Mr Ewan Leggat                                                                                                Tel: [phone]

SP Angel Corporate Finance LLP (NOMAD and Broker)

[e-mail] 

Follow us on twitter @SolGold_plc

NOTES TO EDITORS

SolGold is a Brisbane, Australia based, AIM‐listed (SOLG) copper gold exploration and development company with assets in Ecuador, the Solomon Islands and Australia.  The Company's primary objective is to discover and define world‐class copper‐gold deposits.  SolGold's Board and Management Team have substantial vested interests in the success of Company, holding approximately 14% of its issued share capital, as well as strong track records in the areas of exploration, mine development, investment, finance and law.  SolGold's experience is augmented by state of the art geophysical and modelling techniques and the guidance of Newmont trained porphyry expert Dr Steve Garwin.

Cascabel, the Company's world class flagship copper‐gold porphyry project, is located in North West Ecuador on the under‐explored northern section of the richly endowed Andean Copper Belt.  SolGold owns 85% of Exploraciones Novomining S.A. ("ENSA") and approximately 11% of TSX‐V‐listed Cornerstone Capital Resources, which holds the remaining 15% of ENSA, the Ecuadorian registered company which holds 100% of the Cascabel concession. 

To date SolGold has completed geological mapping, 25km² of soil sampling, 14km² and an additional 9km² Induced Polarisation and Magnetotelluric "Orion" surveys over the Alpala cluster and Aguinaga targets respectively.  By June 2016, the Company had also completed approximately 23,700m of drilling and expended a total of approximately US$33m on the program, corporate costs and investments into Cornerstone.  Intense diamond drilling is planned for the next 12 months with four drilling rigs.

Cascabel is characterised by fourteen (14) identified targets, world class drilling intersections over 1km in length, and high copper and gold grades, as well as logistic advantages in location, elevation, water supply, proximity to roads, port and power services and a progressive legislative approach to resource development in Ecuador.  To date, SolGold has only drill tested one of the 14 targets, being Alpala.

 

 SolGold is planning a resource statement at Alpala (the most advanced target at Cascabel) during 2016.  This has been delayed by the discovery of high-grade mineralisation in Hole 17 at Alpala, extending the immediate resource potential.  Alpala is open at depth in the upper extensions, and to the north, north-east, south-west and south-east.  The mineralised zone at Alpala and Moran is closely modelled by magnetic signatures and currently encompasses over 10Bt of magnetic rocks expected to be mineralised with copper and gold.

SolGold will drill test other key targets within the Cascabel concession at Aguinaga, Trivinio, Moran, Alpala Northwest, Hematite Hill, Alpala Southeast, Cristal, Parambas, Carmen Tandayama-America and Chinambicito.  The Company is planning further metallurgical testing by the end of 2016, and completion of a conceptual early stage mine and plant design and a scoping study for an economic development at Cascabel.  SolGold is investigating both high tonnage / low-medium grade open cut and underground block caving operations, and a high grade / low tonnage underground development.

Drill hole intercepts are calculated using a data aggregation method, defined by copper equivalent cut-off grades and reported with up to 10m internal dilution, excluding bridging to a single sample.  Copper equivalent grades are calculated using a gold conversion factor of 0.89, determined using copper price of US$2.20/pound and gold price of US$1350/ounce.

In Queensland, Australia the Company is evaluating the future exploration plans for the Mt Perry, Rannes and Normanby projects.  Joint venture agreements are being investigated for a joint venture partner to commit funds and carry out exploration to earn an interest in the tenements.

SolGold retains interests in its original theatre of operations, the Solomon Islands in the South West Pacific, where the 100% owned, as yet undrilled, Kuma prospect exhibits surface geological characteristics which are traditionally indicative of a large metal rich copper gold instrusive porphyry system.  SolGold intends in the future to apply intellectual property and experience developed in Ecuador to target additional world class copper gold porphyries at Kuma and other targets in Ecuador and Argentina.

SolGold is based in Brisbane, Queensland, Australia.  The Company listed on London's AIM Market in 2006, under the AIM code 'SOLG' and currently has a total of 953,897,601 ordinary shares issued, 820,000 options exercisable at 50p, 5,030,000 options exercisable at 28p and 8,030,000 options exercisable at 14p.

CAUTIONARY NOTICE

The news release may contain certain statements and expressions of belief, expectation or opinion which are forward looking statements, and which relate, inter alia, to the Company's proposed strategy, plans and objectives or to the expectations or intentions of the Company's directors. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such forward-looking statements. Accordingly, you should not rely on any forward-looking statements and save as required by the AIM Rules for Companies or by law, the Company does not accept any obligation to disseminate any updates or revisions to such forward-looking statements.

 

END

 

 

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