Aldebaran Resources Inc. (“
Aldebaran” or the
“
Company”)
(TSX-V: ALDE, OTCQX:
ADBRF), is pleased to announce it has completed its
previously announced $20.5 million financing, led by a strategic
investment from a wholly-owned subsidiary of South32 Limited
(“
South32”). The financing was completed via a
non-brokered private placement (the “
Private
Placement”). The Company issued 1,000,000 common shares in
the capital of the Company (the “
LIFE Shares”)
pursuant to the listed issuer financing exemption under part 5A of
National Instrument 45‐106 – Prospectus Exemptions (“
NI
45-106”). The balance of the Shares were issued pursuant
to other exemptions from the prospectus requirements found in NI
45‐106.
Under the Private Placement, South32 acquired
8,528,756 common shares (“Common Shares”) at $1.01
per Common Share and 1,962,000 Common Shares at $0.88 per Common
Share; Route One Investment Company LLC (“Route
One”) and management of the Company acquired 10,100,000
Common Shares at $0.88 per Common Share; and the Company issued
1,000,000 LIFE Shares at a price of $0.88 per Common Share. Subject
to TSX Venture Exchange hold periods on certain LIFE Shares issued
to insiders, the LIFE Shares issued are not subject to any resale
restrictions pursuant to Canadian securities laws. The balance of
the Common Shares issued under the Private Placement are subject to
a hold period until January 28, 2024.
Aldebaran intends to use the funds to advance
the Altar copper-gold project located in San Juan, Argentina, and
for general corporate purposes.
Pursuant to the Private Placement, South32 Group
Operations Pty Ltd. (the “Investor”), a company
existing under the laws of Australia with head office at Level 35,
108 St Georges Terrace, Perth, Western Australia 6000, acquired
control over 10,490,756 Common Shares for a total consideration of
$10,340,603.56. Immediately prior to the closing of the Private
Placement (the “Closing”), the Investor held,
directly or indirectly, 14,670,000 Common Shares of the Company,
representing approximately 9.9% of the then-issued and outstanding
Common Shares of the Company on a non-diluted basis
and 9.1% on a fully-diluted basis. Immediately
following the Closing, the Investor held, directly or indirectly,
25,160,756 Common Shares of the Company, representing approximately
14.8% of issued and outstanding Common Shares of the Company on a
non-diluted basis and 13.8% on a fully-diluted basis.
As a result of the Closing, the security holding percentage
of the Investor increased by approximately 4.9% in respect of the
Common Shares on a non-diluted basis and 4.7% on a
fully-diluted basis. The Investor did not and does not hold any
warrants before or after the Closing.
The Investor has acquired the Common Shares for
investment purposes. The Investor does not currently have any plans
to acquire or dispose of additional securities of the Company.
However, the Investor may acquire additional securities of the
Company, dispose of some or all of the existing or additional
securities it holds or will hold, or may continue to hold its
current position, depending on market conditions, reformulation of
plans and/or other relevant factors, subject in each case to
applicable securities law.
The foregoing disclosure is being disseminated
pursuant to National Instrument 62-103 – The Early Warning
System and Related Take-Over Bid and Insider Reporting. Copies of
the early warning reports with respect to the foregoing will appear
on the Company's profile on the System for Electronic Document
Analysis and Retrieval at www.sedarplus.ca and may also
be obtained by contacting Ben Cherrington, Manager, Investor
Relations via the contact information below.
As noted above, certain insiders of Aldebaran
acquired LIFE Shares and securities in the Private Placement. Any
such participation would be considered a “related party
transaction” as defined under Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
(“MI 61-101”). The Company did not file a material
change report more than 21 days prior to the Closing as the details
of the insider participation were not settled until shortly prior
to the date hereof, and Aldebaran determined it was in the best
interests of the Company to proceed with Closing on an expedited
basis. Aldebaran is relying on exemptions from the formal valuation
and minority shareholder approval requirements available under MI
61-101. The Private Placement and acquisition of LIFE Shares by
insiders are exempt from the formal valuation and minority
shareholder approval requirements under MI 61-101, as the gross
proceeds received by the Company do not exceed 25% of the Company's
market capitalization.
In connection with the sale of LIFE Shares, the
Company paid certain persons cash finders’ fees of $2,816,
representing 4% of the aggregate proceeds raised from the sale of
Common Shares to subscribers introduced to the Company by such
persons.
ON BEHALF OF THE ALDEBARAN BOARD
(signed) “John
Black”
John BlackChief Executive Officer and DirectorTel: +1 (604)
685-6800Email: info@aldebaranresources.com
Please click here and subscribe to receive future news
releases:
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For further information, please consult our website
at www.aldebaranresources.com or
contact:
Ben CherringtonManager, Investor RelationsPhone: +1 347 394-2728
or +44 7538 244 208Email:
ben.cherrington@aldebaranresources.com
About Aldebaran Resources Inc.
Aldebaran is a mineral exploration company that
was spun out of Regulus Resources Inc. in 2018 and has the same
core management team. Aldebaran has a 60% interest in the Altar
copper-gold project in San Juan Province, Argentina and has the
right to earn up to an 80% interest in the project from Sibanye
Stillwater Limited. The Altar project hosts multiple porphyry
copper-gold deposits with potential for additional discoveries.
Altar forms part of a cluster of world-class porphyry copper
deposits which includes Los Pelambres (Antofagasta Minerals), El
Pachón (Glencore), and Los Azules (McEwen Copper). In March 2021
the Company announced an updated mineral resource estimate for
Altar, prepared by Independent Mining Consultants Inc. and based on
the drilling completed up to and including 2020 (independent
technical report prepared by Independent Mining Consultants Inc.,
Tucson, Arizona, titled "Technical Report, Estimated Mineral
Resources, Altar Project, San Juan Province, Argentina", dated
March 22, 2021 - see news release dated March 22, 2021).
Forward-Looking Statements
Certain statements regarding Aldebaran,
including management's assessment of future-plans and operations,
may constitute forward-looking statements under applicable
securities laws and necessarily involve known and unknown risks and
uncertainties, most of which are beyond Aldebaran's control. Often,
but not always, forward-looking statements or information can be
identified by the use of words such as "plans", "expects" or "does
not expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate" or
"believes" or variations of such words and phrases or statements
that certain actions, events or results "may", "could", "would",
"might" or "will" be taken, occur or be achieved.
Specifically, and without limitation, all
statements included in this press release that address activities,
events or developments that Aldebaran expects or anticipates will
or may occur in the future, including regulatory approvals, the
expected use of proceeds of the Private Placement, any future
acquisition or, disposition of securities of the Company by the
Investor, the proposed exploration and development of the Altar
project described herein, and management's assessment of future
plans and operations and statements with respect to the completion
of the anticipated exploration and development programs may
constitute forward-looking statements under applicable securities
laws and necessarily involve known and unknown risks and
uncertainties, most of which are beyond Aldebaran's control. These
risks may cause actual financial and operating results,
performance, levels of activity and achievements to differ
materially from those expressed in, or implied by, such
forward-looking statements. Although Aldebaran believes that the
expectations represented in such forward-looking statements are
reasonable, there can be no assurance that such expectations will
prove to be correct. The forward-looking statements contained in
this press release are made as of the date hereof and Aldebaran
does not undertake any obligation to publicly update or revise any
forward-looking statements or information, whether as a result of
new information, future events or otherwise, unless so required by
applicable securities law.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
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