Corporate finance deals Apr 2 to 6 2018

Westgold Resources Limited is pleased to advise that completion of the sale of the South Kalgoorlie Operations (SKO) to Northern Star Resources Limited as announced on 8 March 2018 occurred on 29 March 2018.

Samson Oil and Gas Limited has entered into an agreement with DynEvolve Capital which will see DynEvolve subscribe US$1 million in equity through the issue of 4,000,000 ADSs at US$0.25 or $0.32, represented as 800,000,000 ordinary shares at $0.00161 which will represent 19.6% of the company’s issued capital.

Venus Metals Corporation is pleased to advise it has received applications and commitments from professional and sophisticated investors for a private placement of 2,083,333 new ordinary fully paid shares at $0.12 per share to raise approximately $250,000, before costs

Transaction Solutions International Limited is pleased to advise that it has completed the placement of 48,181,818 fully paid ordinary shares at a price of 1.1 cents per share with a 1 for 1 free attaching unlisted option exercisable at 1.7 cents each expiring 3 April 2020 to raise $530,000 to strategic, sophisticated investors. The Placement (announced 15 March 2018) was completed with the support of Cadmon Advisory with the funds raised to be used to further TSN’s cybersecurity acquisition model and general working capital.

Tawana Resources NL is pleased to announce a merger of equals with Alliance Mineral Assets Limited proposed to be implemented by way of a Tawana scheme of arrangement under the Corporations Act 2001 whereby, subject to all necessary approvals, Tawana Shareholders and Alliance Shareholders will hold, in aggregate, approximately 50% of the combined Alliance / Tawana group. Tawana is also pleased to announce that it is today conducting a fully underwritten placement to sophisticated and institutional investors to raise gross proceeds of $20 million (including a placement of $7.8 million to Weier Antriebe und Energietechnik Gmbh (Weier), an existing substantial shareholder of Tawana). Tawana also reserves the right to place up to a further $5 million in gross proceeds to sophisticated and institutional investors. The Tawana Conditional Placement is non-underwritten and conditional on completion of the Alliance Conditional Placement.

Australian strategic metals company TNG Limited is pleased to advise that it has secured the support of a number of leading Australian institutional investors as part of a $3.5 million capital raising to advance the development of its 100%-owned Mount Peake Vanadium-Titanium-Iron Project in the Northern Territory. The Company has received firm commitments in relation to a placement of 24,137,931 shares at a price of $0.145, raising $3.5 million before costs. The placement is being undertaken to Australian institutional funds pursuant to the Company’s 15% placement capacity under ASX Listing Rule 7.1. Sanlam Private Wealth acted as lead manager to the placement.

Further to its announcement of 3 April 2018, TNG Limited is pleased to advise that, due to strong demand from institutional investors, it has increased the recently announced capital raising to $3.911 million. The Company will now issue 26,974,655 shares at a price of $0.145, raising $3.911 million before costs.

Minbos Resources Limited advises that it has entered into an option with Tana Minerals Ltd whereby Minbos can acquire 90% of the shares in MRE Mining. MRE’s sole asset is a wholly owned subsidiary in Madagascar which holds two exploration permits in central Madagascar covering 440 square kilometres. Upon satisfaction or waiver of the conditions, Minbos may elect to proceed with the acquisition of a 90% interest in MRE in consideration for:  250 million shares issued upon the renewal of the permits;  250 million shares issued on the delineation of a JORC resource containing a minimum of 200,000t of contained Total Rare Earth Oxides (TREO) at a grade of not less than 3% (TREO), and  10% free carry to Definitive Feasibility Study at which point Tana must elect to contribute, dilute or sell its interest to Minbos at an agreed valuation.

Resolute Mining Limited is pleased to advise the Company has entered a binding agreement to secure a 27% interest in Loncor Resources Inc. The Agreement outlines a series of transactions which expands Loncor’s existing asset base and will result in Resolute owning 51,000,000 common shares of Loncor via a CAD $2.6 million subscription in a placement of new Loncor shares and a ‘share swap’ of CAD $2.5 million of Resolute shares for 25,000,000 existing Loncor shares.

Magnetic Resources NL is pleased to announce that it has received firm applications for $601,800 from new and existing shareholders via a placement of 4,012,000 shares at $0.15 per share. The placement price represents an approximate 8% discount to the prior week’s average closing price and is being conducted under the Company’s existing 15% placement capacity.

MMJ PhytoTech Limited is pleased to announce that Cannabis Wheaton Income Corp has entered into a definitive acquisition agreement to acquire all of the outstanding securities of Dosecann Inc for an aggregate amount up to CAD$38 million, payable in Cannabis Wheaton common shares. A copy of the announcement made by Cannabis Wheaton is attached. MMJ holds a CAD$2.5 million convertible note in Dosecann. This investment was made by MMJ as part of a CAD$7.5 million capital raising by Dosecann in January 2018 at a pre-money valuation of CAD$11.5 million, valuing Dosecann at the time at CAD$19 million. The Convertible Note gives MMJ the ability to acquire 2.5 million Dosecann common shares (that is, at CAD$1.00 per common share, before accounting for accrued interest). MMJ also holds warrants in Dosecann that give MMJ the ability to acquire a further 1.25 million Dosecann common shares at CAD$1.20 per common share. MMJ is considering whether to exercise these in-the-money warrants or exchange them for similar instruments in Cannabis Wheaton.

MOD Resources Ltd advises that the non-renounceable entitlement offer announced on 6 March 2018 closed on Thursday, 29 March 2018. The Rights Issue offered eligible shareholders registered on the Record Date the ability to subscribe for New Shares at an issue price of $0.047 each on the basis of one fully paid ordinary share for every sixteen Shares held on the Record Date. The results of the Rights Issue are as follows;

Total Number of New Shares Offered 134,504,298

Number of New Shares Underwritten 134,504,298

Number of New Shares applied for 35,468,169

Shortfall Shares to be placed with the Underwriter 99,036,129

The shortfall of 99,036,129 shares will be placed with the Underwriter, Blue Ocean Equities Pty Limited. In accordance with the Underwriting Agreement disclosed in the Rights Issue Offer document, the Underwriter and LIM Asia Special Situations Master Fund Ltd entered into a sub-underwriting agreement pursuant to which LIM has agreed to subscribe for 100% of the Shortfall Shares. The Company has notified the Underwriter of the Rights Issue Shortfall and it is expected that the Shortfall Shares and New Shares will be issued on Monday, 9 April 2018 once funds have been received.

RMG Limited is pleased to advise that it has issued 7,500,000 fully paid ordinary shares to sophisticated and overseas investors at $0.016 per share to raise $120,000 before expenses. Following the Company’s recent placement, completed on 29 March 2018 for $1.18 million, a total of $1.3 million has now been raised.

Indo Mines Limited notes the announcement by PT Surya Langgeng Utama (a wholly owned subsidiary of PT Rajawali Corpora) extending its off-market takeover bid for all the fully paid ordinary shares in Indo Mines. The Offer is now scheduled to close at 7:00pm (AEDT) on 6 April 2018 (unless extended). As at the date of this announcement, based on Rajawali’s latest substantial holding notice, Rajawali holds 75.42% of Indo Mines’ shares, giving it effective control of Indo Mines and the capacity to pass special resolutions. Indo Mines shareholders who do not accept the Offer will be minority shareholders in Indo Mines.

Krakatoa Resources Limited is pleased to announce that it has entered into a binding sale and purchase agreement with CBLT Inc, an unrelated party, to acquire two claim blocks prospective for cobalt-silver mineralisation, located in the Gowganda area of north-eastern Ontario. The consideration for the purchase of the Corkill-Lawson and Farr Claims is AUD$50,000, 2,500,000 fully paid ordinary shares and 2,500,000 listed options exercisable at $0.10 on or before 31 May 2019. A net smelter return of 2% is payable upon commercial production. Completion of the acquisition will occur within 5 business days of Ontario’s new Mining Lands Administration System being available for registering transfers. The consideration shares and options will be issued under the Company’s exiting LR7.1 capacity, and shareholder approval will not be sought for the issue. The Company will also issue 2,000,000 listed options exercisable at $0.10 on or before 31 May 2019 to the facilitator of the transaction.

The securities of AustSino Resources Group Limited will be reinstated to Official Quotation from the commencement of trading on Thursday 5 April 2018, following completion of a recapitalisation. The Company intends to apply the funds of $4.445 million raised from the Offer, together with existing cash reserves, over the next two years following re-admission of the Company to the Official List of ASX.

Apollo Minerals Limited is pleased to advise that the Company will make a placement to Institutional Investors of 26.1 million shares at $0.23 per share to raise $6.0 million before costs. The placement is being made to leading European institutions including one of the world’s largest mining funds. The issue price of $0.23 represents a 13% discount to the 20-day VWAP of $0.265.

Duketon Mining Limited is pleased to announce that St Barbara Limited has subscribed for approximately 14.5 million ordinary shares of Duketon Mining Ltd through a share placement at a price of 27.5 cents per share. The $4.0 million investment by St Barbara has been completed at a 10% premium to the 30-day VWAP and represents a shareholding of 12.3% in DKM.

Centaurus Metals is pleased to announce that it has entered into an underwriting agreement with Peloton Capital Limited to fully underwrite the upcoming exercise of the Company’s CTMOA listed option series to raise $2.25 million. Funds raised from the Underwriting, in conjunction with existing cash reserves, will be used to advance ongoing exploration activities at the Company’s highly prospective Itapitanga Nickel‐Cobalt Project and Salobo West Copper Gold Project in the Carajás Mineral Province of northern Brazil.

Alderan Resources Limited is pleased to announce it has received firm commitments to raise $3 million from a placement of 5 million shares at 60 cents per share to sophisticated and professional investors. The placement was well supported by institutional investors.

Black Mountain Resources is pleased to advise that it has raised $500,000 by way of convertible note. Funds will be used for working capital (including the recently announced restructure transaction), exploration on the Bukusu Complex and investigating additional potential synergistic farm-in opportunities. Funds were raised through clients of Sanlam Private Wealth. The note is for a 6 month period, attracts a 10% repayment or conversion premium ($550,000 in total) and automatically converts on the same terms (subject to all necessary shareholder and regulatory approvals) upon the Company’s next equity capital raising event. Black Mountain is pleased to announce that is has secured the following two exclusive option agreements: i. Exclusive 90 day due diligence option to earn (by way of farm-in) a 60% legal and beneficial interest in Mining Permits PE 13081, PR 4076 & PR 4072 (Permits), located in south-east of Manono lithium province, Democratic Republic of Congo, from Crown Mining Sarl; and ii. Exclusive 45 day due diligence option to earn (by way of farm-in) a 75% beneficial interest in Exploration Licences ZEA 392 and 394, located in south-east of Manono lithium province, Democratic Republic of Congo, from Cooperative Miniere de Development de Dikuluwe. Black Mountain notes that these are local artisanal Licences and a key part of the due diligence will be investigating commercial mechanisms that are available to partner with the local cooperative.

Aurora Labs Limited refers to its previous announcements on 26 February 2018, 2 March 2018, 7 March 2018 and 15 March 2018. Aurora advises that the Company’s Security Purchase Plan, Shortfall Offer, Placement Option Offer and Lead Manager Offer made pursuant to the prospectus dated 7 March 2018 closed at 5:00pm (WST) on 4 April 2018 with applications received for the following Securities:

1. 122,000 New Shares at an issue price of $0.80 each and 61,000 New Options under the Security Purchase Plan and Shortfall Offers;

2. 3,125,000 New Options under the Placement Option Offer; and

3. 500,000 New Options under the Lead Manager Offer.

As there is a shortfall under the Security Purchase Plan and Shortfall Offer, the Directors reserve the right to place some or all of those New Shares and New Options within 3 months of the close of the Offers, on the same terms as the Security Purchase Plan and Shortfall Offers, to new investors subject to applicable regulatory and other requirements.

Further to the Nexus Minerals Limited ASX announcements of 17/1/2018 and 21/1/2018, Nexus is pleased to announce the completion of the transaction with Saracen Gold Mines Pty Ltd over the Wallbrook Gold Project. Nexus has acquired the Wallbrook exploration tenements from Saracen for consideration of 1,490,000 Nexus shares. This acquisition is consistent with the Company strategy of investing in advanced gold exploration assets.

MMJ PhytoTech Limited notes the attached news release by Harvest One Cannabis Inc. confirming that Harvest One has mandatorily converted its convertible debentures into common stock. As a result, MMJ’s current shareholding of 53.33 million common shares in Harvest One represents approximately 34.4% of their total outstanding shares.

Medical technology company Proteomics International Laboratories Ltd is pleased to announce that a total of $3.1 million of PIQO options have been exercised by option holders. This represents an uptake of 90% of the 17,231,856 options on issue at 31 December 2017. The remaining PIQO options, representing a shortfall of $341,808, are to be exercised by the underwriter, Alto Capital. The options expired on 31 March 2018 and on completion the exercise will raise the maximum available amount of $3.4 million before costs. The Board of Proteomics International exercised a total of $1,051,484, comprising Managing Director Dr Richard Lipscombe $551,484 (including $255,000 cash and $296,484 conversion of company loans), Chairman Terry Sweet $250,000, and non-executive Directors Dr John Dunlop $75,000, Roger Moore $75,000, and Paul House $75,000.

Arrow Minerals Limited is pleased announce that it has entered into a Letter of Intent with Pacton Gold Inc. by which Pacton can acquire an 80% interest in Arrow’s wholly-owned subsidiary, Arrow (Pilbara) Pty Ltd (Arrow Pilbara). Arrow Pilbara holds two exploration licences and two exploration licence applications totalling 609km2 in the Pilbara Region of Western Australia. The Project is highly prospective for conglomerate and basement gold targets, with prospectors discovering several gold nuggets at the Project in late 2017.

Under the LOI, which will be formalised by a definitive agreement, Pacton can earn an initial 51% ownership interest in Arrow Pilbara (Tranche 1) through the payment of C$500,000 in cash and C$250,000 in Pacton shares. The consideration will be paid as follows:

C$25,000 non-refundable deposit;

C$75,000 upon receiving final acceptance of the transaction by the TSXV;

C$200,000 and common shares of Pacton valued at C$250,000 within 60 days of receiving final acceptance of the transaction by the TSXV; and

C$200,000 upon granting of the exploration licence applications, with C$100,000 paid on the grant of each application.

On 15 March 2018, Pacton announced it had appointed Sprott Capital Partners, a division of Sprott Private Wealth LP, to assist with marketing arrangements, including providing strategic capital advice.

Following completion of Tranche 1, Pacton has the option to acquire an additional 29% ownership interest in Arrow Pilbara, increasing its interest to 80%, by:

 Incurring exploration expenditure of C$500,000 within 12 months; and

 Issuing Arrow with C$250,000 worth of Pacton shares at the 5-day volume weighted average price (VWAP) immediately prior to the date of issue.

Once Pacton has reached an 80% interest in Arrow Pilbara, Arrow will be free-carried for the first C$5,000,000 of Project expenditure.

Brookside Energy is pleased to advise that it has received commitments from existing shareholders and new institutional and sophisticated investors for a placement of 197,500,000 fully paid ordinary shares at an issue price of $0.016 per share, with a 1 for 1 free attaching listed option (exercisable at $0.02 on or before 31 December 2018), to raise $3,160,000 before costs.