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| Date | 3 Jul 2023 |
| Time | 07:00:06 |
| Category | Capital structure |
| ID | 7151E |
AIM: UFO FWB: I3A1
3 July 2023
Alien Metals Ltd
Alien executes short term funding facility of up to US$1 million
Alien Metals Ltd (LSE AIM:UFO) ("Alien" or "Company"), a global minerals exploration and development Company, advises that it has entered into a short term funding facility on terms outlined below.
The facility of up to US$1 million will provide the Company medium term capital needs, and further in the event the warrants are exercised over a 12 to 36 month period it could raise a further US$1 million, bringing total funding of up to US$2m over the relevant period.
This funding has been secured to meet immediate funding needs whilst the Company considers various longer term funding options required in connection with its focus on the development of the Hancock Project.
The Company proposes to provide a strategy and board structure update in July 2023.
TERMS OF FUNDING FACILITY
· Lender: Bennelong Resource Capital Pty Limited, a long term shareholder in the Company, with a current holding of 6.34%.
· Convertible Securities: Convertible securities of up to US$1,000,000 (Convertible Securities), to be drawn in equal tranches: Tranche 1 US$500,000 and Tranche 2 US$500,000.
· Face Value and Purchase Price: US$1 per Convertible Security.
· Commitment Fee and Establishment Fee: 3% of the Facility and US$10,000 respectively, to be deducted from Tranche 1.
· Commitment Warrants: 10,000,000 warrants to subscribe for one Ordinary Share each with a strike price of a 35% premium to the 10-day VWAP prior to the date of the deed, being 0.5198p (including the premium), and an expiry date 36 months after the date of issue.
· Interest: SOFR (Secured Overnight Financing Rate) plus 8% per annum.
· Repayment date: 12 months.
· Conversion Price: the balance due under the Funding Facility can be converted into Ordinary Shares at the option of the Lender at the lower of:
(a) 15% discount to the VWAP over the ten (10) trading days prior to the date of this deed, being 0.3356p (including the discount);
(b) 15% discount to the VWAP over the ten (10) trading days prior to Conversion Date; or
(c) the price per Ordinary Share offered by the Company in any equity capital raising offered during the Availability Period.
(d) the conversion price will be not be lower than a 30% discount to the five (5) day VWAP prior to the date of this deed, being 0.2695p (Including the discount).
· Conversion Warrants: on the basis of one warrant for each share issued, which will have a strike price equal to the lower of a 35% premium to the VWAP on the 10 trading days prior to:
i) the date of this deed; and
ii) the relevant Conversion Date.
· Repurchase Premium: the principal sum plus the percentage that is the same percentage by which the amount of the VWAP exceeds the issue price of ordinary shares under the first equity raising of Ordinary Shares that occurs after the date of this Deed (if any) over the ten trading days prior to the announcement of the capital raising, but not greater than 20%, on the Principal Sum Outstanding.
· Withdrawal fee: 2% of the facility limit in the event of withdrawal.
· Drawdown structure: Tranche 1 within 5 days of notice. Tranche 2 subject to mutual agreement between the Parties.
The funds raised under the Facility will be used for general working capital needs.
Notes to Editors
Alien Metals Ltd is a mining exploration and development Company listed on the AIM market of the London Stock Exchange (LSE: UFO). The Company's focus is on delivering a profitable, long life direct shipping iron ore operation based out of the Pilbara in Western Australia. In 2019, the Company acquired 51% of the Brockman and Hancock Ranges high-grade (Direct Shipping Ore) iron ore projects and in December 2022 moved to 90% legal and beneficial ownership. The Company also acquired 100% the Vivash Gorge Iron Ore project in the west Pilbara in July 2022.
The Company acquired 100% of the Elizabeth Hill Silver Project, which consists of the Elizabeth Hill Historic Mining Lease and the 115km2 exploration tenement around the mine.
In March 2022 the Company acquired 100% of the former joint venture interest in the Munni Munni Platinum Group Metals and Gold Project in the West Pilbara, Western Australia, one of Australia's major underexplored PGE and base metals projects. Munni Munni holds a historic deposit containing 2.2Moz 4E PGM: Palladium, Platinum, Gold, Rhodium.
The Company also holds silver, copper and base metal projects in various locations around the world however is currently looking at the best way to divest these for the benefit of shareholders.