Corporate finance deals Feb 18 to 22 2019

Calidus Resources is pleased to advise that it has successfully completed the 100% acquisition of the strategic tenement EL45/4555 with Epminex WA Pty Ltd covering an area of 19.2 square kilometres in the Pilbara region of Western Australia. The Salgash tenement forms part of the Company’s 1.25 million ounce Warrawoona Gold Project. The consideration payable by Calidus to acquire the final 50% interest in the tenement above included a cash payment of $30,000 and 120,000 shares in the Company as per the terms in the Binding Term Sheet as detailed in the Prospectus dated 5 May 2017. Calidus also advises that it has issued 555,556 fully paid ordinary shares at an issue price of $0.025 per share following the exercise of 555,556 options.

Alto Metals advises that the non-renounceable entitlement offer detailed in the Company’s prospectus dated 24 January 2019 has closed. The Entitlement Offer allowed eligible shareholders registered on the record date the ability to subscribe for new shares at an issue price of $0.036 each on the basis of one fully paid ordinary shares for every three shares held. Eligible shareholders also receive one free attaching option for every two shares subscribed for, exercisable at $0.07 each on or before 17 August 2020. The results of the Entitlement Offer are as follows: The Company has accepted applications from its shareholders subscribing for 9,143,474 shares pursuant to their entitlements and additional shares, totalling approximately $329,165 and resulting in a shortfall of 56,875,060 shares for a further $2,047,502, along with free-attaching options. Attached is the relevant Appendix 3B in relation to the issue of the Entitlement Offer securities.

Technology Metals Australia is pleased to announce a placement of up to 17,510,833 fully paid ordinary shares at a price of $0.26 per share, with  a one for two free attaching option to acquire a Share exercisable at $0.40 on or before 24 May 2020, to raise approximately $4,552,817 before costs. The Placement was fully subscribed, and the Company is pleased to welcome offshore and domestic institutions and strategic high net worth investors on to its register. Monies raised will be used to advance the Definitive Feasibility Study on the Company’s wholly owned Gabanintha Vanadium Project and for working capital purposes.

BlackEarth Minerals is pleased to announce that it has successfully completed a bookbuild and secured commitments from investors in Australia to subscribe for a minimum of approximately 7.575m new fully paid ordinary shares in the Company to raise gross proceeds of $500,000 before costs. Red Leaf Securities Pty Ltd was appointed as Lead Broker to the placement. Placement details The Company will issue 7,575,758 new fully paid ordinary shares at an issue price of $0.066 per share (a 23% discount to the 5 day volume weighted average) to Australian institutional and professional investors to raise minimum gross proceeds of $500,000 before costs. The new shares will be placed within the Company’s 15% placement capacity under ASX Listing Rule 7.1 (7,575,758 shares) and without disclosure under the Corporations Act. The Placement is not subject to shareholder approval and the new shares will rank equally with the Company’s existing fully paid ordinary shares. The Placement shares are expected to be issued on or about 20 February 2019.

Musgrave Minerals is pleased to advise that it has executed a Binding Term Sheet with Cyprium Australia Pty Ltd regarding an option, earn-in and joint venture on the non-gold rights over the northern tenements at the Cue Project in Western Australia’s Murchison region. Upon an initial payment of $10,000, Cyprium will have an exclusive 90-day option period in which they can elect to earn an 80% interest in the non-gold interests in the northern tenements at Cue. Upon electing to exercise the option, Cyprium will be required to pay $250,000 immediately to Musgrave and then spend $2 million on exploration within two years to acquire the 80% interest. Musgrave will retain a 20% free-carried interest to the completion of a definitive feasibility study.

AIC Resources and Intrepid Mines Limited are pleased to announce that following the unsuccessful close of the Intrepid takeover offer for AIC on 5 February 2019, the companies re-engaged, having recognised the merit in combining the two companies, and have agreed to merge the companies on revised terms. The merger will be implemented by way of an off-market takeover offer to be made by Intrepid for all of the issued ordinary shares in AIC. Highlights  Intrepid will offer 1 Intrepid share for every 2 AIC shares pursuant to a recommended off-market takeover bid

On 16 May 2018, Pearl announced it had entered into a Supply Agreement with Australian Tyre Processors Pty Ltd, to take and recycle ATP’s supply of used tyres shredded to Pearl’s required size and for which Pearl receives a minimum gate fee of $75 per tonne from ATP. ATP sources, collects and shreds used tyres from customers such as shire councils, mining services providers, freight and transportation service providers and tyre services providers. The Supply Agreement also provided Pearl with the option to acquire ATP’s business with the strategy of ensuring greater control over Pearl’s supply chain and realising increased revenues from the tyre collection and shredding business. The combination of Pearl’s unique technology to earn revenue from reclaiming value from waste tyres through its thermal process and the ability to earn revenues from tyre collection has always been a key part of Pearl’s larger strategy and business model. Pearl secured all material terms with ATP for the acquisition of its business and Pearl now has 30 days to complete its due diligence. Significant competitive advantage over traditional waste tyre collection companies Should the acquisition of ATP be completed, Pearl will be competitively placed over traditional waste tyre collection businesses that typically are required to export their shredded tyres. This adds costs and increases risks for traditional tyre collection businesses. In order to fund the ATP acquisition and ongoing expansion and commercialisation, Pearl has received firm commitments to raise approximately $1.63 million via a Private Placement, offered to sophisticated and professional investors through the issue of approximately 10,866,660 fully paid ordinary shares in Pearl. Participants of the Private Placement will also be issued one free attaching unlisted option to subscribe for an ordinary share in Pearl for every two Placement Shares issued under the Private Placement, exercisable at $0.230 and expiring 12 months from the date of issue. In addition, a director and management of Pearl have committed to subscribing for 1,533,333 Placement Shares (raising $230,000 in total), subject to shareholder approval where required, to be sought at a general meeting of Pearl to be held at the earliest convenient time. Pearl is providing eligible shareholders the opportunity to participate in a share purchase plan to subscribe for additional shares in Pearl to raise approximately $1.0 million on the same pricing terms as that offered under the Private Placement. The board of directors reserve the right to withdrawn, scale back and/or close the SPP early, as well as accept any oversubscriptions. Under the SPP, eligible shareholders have the opportunity to purchase up to $15,000 worth of fully paid ordinary shares in Pearl at an issue price of $0.150 per share (SPP Shares), irrespective of the size of their shareholding. Participants of the SPP will also be issued one free attaching unlisted option to subscribe for an ordinary share in Pearl for every two SPP Shares issued under the SPP, exercisable at $0.230 and expiring on the same date as the options issued under the Private Placement.

Nexus Minerals is pleased to advise that it has received commitments to raise approximately $1.25 million through the issue of up to 22 million fully paid ordinary shares at 5.7 cents per share. In addition to the Placement, the Company intends to raise up to a further $750,000 through a Share Purchase Plan which will be offered to existing eligible shareholders.

WhiteHawk, the first global online cyber security exchange enabling small-to-medium businesses to take smart action against cybercrime, is pleased to announce that it has placed 3,003,544 new ordinary shares at an issue price of 6.5 cents per share to raise approximately $195,000 before costs to a UK Sophisticated Investor as a follow up to the recent RiverFort placement announced on 5 February 2019.

Sky and Space Global is pleased to announce that it has received signed binding commitments to raise $12 million via a two-tranche share placement to sophisticated and professional investors at $0.03 per share. Settlement of the signed binding commitments received is conditional on lodgement of a Prospectus. The Company also plans to conduct a fully Underwritten Priority Offer to raise a further $3 million, with the ability to accept up to $1 million of oversubscriptions on the same terms. The PO will be subject to shareholder approval under ASX Listing Rule 7.1.

Aruma Resources is pleased to advise that it is raising up to a total of $541,200 through the issue of up to 90.2 million fully paid ordinary shares at 0.6 cents per share. The Company has received $455,200 with firm commitments for a further $86,000.

Fe Limited is pleased to announce that it has entered into an agreement to acquire the Pippingarra Lithium Project and the Marble Bar Lithium Project from Mercury Resources Group Pty Ltd for FEL shares, 15 million FEL options, a 1% net smelter royalty and $200,000 in cash payable in instalments. See below for details. The Company has also received firm commitments for a placement to raise $400,000 through the issue of fully paid ordinary FEL shares (Placement Shares) at an issue price of $0.02 per Share, with one unlisted option for every two Placement Shares issued at an exercise price of $0.03 each expiring 2 years from date of issue.

Plus Connect is pleased to advise that it has agreed to conduct a $240,000 placement and appoint a new non-executive Director. The Board advises that it has entered into a binding agreement pursuant to which: Pramana Capital Pty Ltd or its nominees has agreed to subscribe for 120,000,000 shares in the capital of PC1 at an issue price of $0.002 per share, raising $240,000 under the Company’s 15% placement capacity. The funds raised under the Placement will be used to provide working capital for the Company.