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Laramide Resources Announces Institutional Funding Transaction with The Lind Partners
August 15, 2013
Toronto, Canada – Laramide Resources Ltd. (“Laramide” or the “Company”) (TSX/ASX:LAM) is pleased to announce that it has entered into a financing transaction with the Canadian Special Opportunity Fund, L.P., a fund managed by The Lind Partners Canada, LLC, (together “Lind”).
On August 14, 2013, Lind subscribed for an unsecured subordinated convertible security of Laramide in the principal amount of C$300,000 (the “Convertible Security”) and 200,000 warrants. The Convertible Security bears no interest and is convertible into 600,000 common shares of Laramide within 18 months from the date of issuance. Each warrant will entitle Lind to convert into one common share of Laramide, exercisable within 36 months of issuance at C$0.75 per share. The Convertible Security can also be redeemed by Lind at any time commencing upon the earlier of (i) the date six (6) months following the date of the Convertible Security; (ii) the date on which the Company terminates the Convertible Security in accordance with its terms; or (iii) in certain other circumstances provided for in the agreement. The Convertible Security is subject to standard adjustments and anti-dilution provisions.
The Company also intends to enter into a definitive securities purchase agreement (the “SPA” or the “Equity Financing”) with Lind, whereby Lind will invest a minimum of C$2,700,000 up to a maximum of C$5,250,000. Subject to certain conditions, Lind would subscribe for, and Laramide would agree to issue and sell, a minimum of C$2,700,000 of common shares in 18 tranches, approximately every 30 days. Lind’s subscription for each tranche would be in the amount of C$150,000 per tranche and the first tranche will be completed on closing of the SPA. Laramide and Lind may increase the amount of each tranche up to C$300,000, by mutual consent, increasing the maximum amount under the SPA to C$5,250,000.
Laramide’s President and Chief Executive Officer Marc Henderson stated: “This transaction ensures Laramide’s key projects will continue to be advanced, while at the same time the flexibility of this structure provides for near market pricing and dilution control until conditions warrant additional funding or the potential receipt of near-term cash flow is realized from our U.S. projects. The advanced stages of our projects will allow us to achieve important milestones, such as an updated economic study (PEA) on Westmoreland, completion of permitting activities in the U.S. and an airborne survey on Rio Tinto Murphy Farm-In tenements, without incurring significant capital commitments.”
Lind is a New York-based asset management firm that selectively invests in small- and mid-cap natural resource companies publicly traded in Australia, Canada and the UK. The Lind team has extensive experience investing in natural resources and has become a leading provider of growth capital to junior companies.
The Convertible Security and underlying common shares and related warrants were issued under exemptions from Canadian and United States securities laws and are subject to a four month hold period. The prospectus supplement to the base shelf prospectus (expected to be filed shortly with the securities commission) related to the SPA (the “Prospectus Supplement”) will define all terms related to the Convertible Security.
The Equity Financing remains subject to entering into appropriate definitive agreements and receipt of all required approvals of the TSX and customary exemptive relief from applicable provincial securities commissions and all securities issuable to Lind being qualified by a prospectus. Laramide and Lind will jointly apply for an order for this customary exemptive relief. The SPA and the Prospectus Supplement will be filed with the securities regulators in Ontario and a press release describing the terms will be provided on closing.
The transaction provides for a break fee of C$150,000 payable by Laramide in circumstances where the SPA is not entered into by a prescribed date. Laramide also maintains the right to terminate the SPA at any time at no cost.
For further information on Laramide, please visit www.laramide.com
About Laramide Resources:
Laramide is engaged in the exploration and development of high-quality uranium assets. Its wholly owned uranium assets are in Australia and the United States. Laramide’s portfolio of advanced uranium projects have been chosen for their production potential. Its flagship project, Westmoreland, in Queensland, Australia, is one of the largest projects currently held by a junior mining company. Its U.S. assets include La Jara Mesa in Grants, New Mexico, and La Sal in the Lisbon Valley district of Utah. Its portfolio also includes joint ventures in the Northern Territory, Australia, strategic equity positions and a portfolio of uranium royalties in the Grants Mineral District of New Mexico.
About The Lind Partners:
The Lind Partners, LLC is a New York-based asset management firm that manages the Canadian Special Opportunity Fund, L.P. and the Australian Special Opportunity Fund, L.P. The Lind team has been investing in junior natural resource companies since 2009 and has completed more than 40 direct investment transactions for more than $415 million of total transaction value, mainly in Australian publicly traded junior companies in mining, oil & gas, biotech and clean tech. For more information on The Lind Partners, please visit www.thelindpartners.com.
Marc Henderson, President and Chief Executive Officer Toronto, Canada +1 (416) 599 7363
Evan Hughes, General Manager, Australia Brisbane, Australia +61 (7) 3831 3407
Greg Ferron, Vice-President, Corporate Development and IR Toronto, Canada +1 (416) 599 7363
This press release contains forward-looking statements. The actual results could differ materially from a conclusion, forecast or projection in the forward-looking information. Certain material factors or assumptions are applied in drawing a conclusion or making a forecast or projection as reflected in the forward-looking information.