ARSMF - Ares Strategic Mining Inc. Announces Completion of $10500000 USD Bond Financing and Share Issuance by its Wholly Owned Utah Subsidiary
(TheNewswire)
Vancouver, B.C. – TheNewswire - December 15, 2023 – Ares StrategicMining Inc. (the “ Company ”or “ Ares ”)) (CSE:ARS ) ( OTC:ARSMP ) ( FRA:N81) is pleased toannounce that, further to its news release dated April 19, 2022, itswholly-owned Utah subsidiary has borrowed the aggregate sum ofUS$9,500,000 (the “ BondProceeds ”) from Millard County, Utah (“ Millard County ”) pursuant to aUS$10,000,000 tax-exempt Manufacturing Facility Revenue Bond (the“ Series 2023A Bond ”) aUS$500,000 taxable Manufacturing Facility Revenue Bond (the “ Series 2023B Bond ”, and togetherwith the Series 2023A Bond, the “ Bonds ”)) created and issued by Millard County. Theprincipal sum of the Bonds to be repaid by Ares Utah is US$10,500,000,which obligations were evidenced by promissory notes issued by AresUtah (the “ Notes ”).
The rights and interests of Millard County in and to certainagreements, including a Loan Agreement dated December 1, 2023 betweenAres Utah and Millard County with respect to a loan of the BondProceeds to Ares Utah, were transferred and assigned, pursuant to anIndenture of Trust dated December 1, 2023 (the “ Indenture ”), to Zions NationalBank, N.A. (“ Trustee ”), onbehalf of the investors in the Bonds. In addition, the Company hasentered into a Guaranty Agreement and Guaranty of Completion agreementwith the Trustee, pursuant to which the Company agreed to guarantycertain obligations of Ares Utah, including the repayment of theprincipal, interest and other amounts owed under the Bonds.
The proceeds from the Bonds will be used by Ares Utah to acquire,construct, and develop a processing facility (the “ Project ”) on the Company’s LostSheet Fluorspar Project located in Delta, Millard County, Utah.
Series 2023A Bond
The Series 2023A Bond matures on December 15, 2034, andbears interest at a rate of 10% per annum, payable semi-annual on June15 and December 15. The Series 2023A Bond and interest thereon issecured by, among other things, a pledge of the Trust Estate (asdefined in the Indenture), which includes the rights, title andinterests of Millard County in the Loan Agreement and any loanpayments, all of the rights, title and interest of Ares Utah in theNotes, a pledge of all gross revenue generated by sales of productsprocessed by facilities on the Project, and the Spor Mountain mineralrights of Ares Utah.
Series 2023B Bond
The Series 2023B Bond matures on December 15, 2025, andbears interest at a rate of 12% per annum, payable semi-annual on June15 and December 15. The Series 2023B Bond and interest thereon issecured against the same assets pledged as security for the Series2023A Bond.
Non-Brokered Private PlacementOffering
The Company is also pleased to announce that it hascompleted a non-brokered private placement offering of 6,780,500common shares (the “ Offering ”) at a price of $0.20 per share forgross proceeds of $1,356,100. The closing of the Offering is subjectto all required regulatory approvals, including the acceptance of theCanadian Securities Exchange. No finder’sfees were paid in connection with the Offering.
The Company will loan a majority of the net proceedsfrom the Offering to Ares Utah in order to enable Ares Utah to buildit U.S. operation and satisfy certain requirements under theIndenture. The balance of the net proceeds ofthe Offering will be used by the Company to pay certain outstandingpayables and for general working capital. The Shares will be subjectto a statutory hold period of four months and one day from the date ofissue.
The Shares issued under the Offering have not been andwill not be registered under the U.S. Securities Act of 1933, asamended, or any state securities laws and may not be offered or soldin the United States or to a U.S. Persons absent registration or anapplicable exemption from the registration.
For additional details, see the Company’s newsrelease dated April 19, 2022 available under the Company’s profileon SEDAR+ .
ON BEHALF OF THE BOARD OF DIRECTORS OF
ARES STRATEGIC MINING INC.
_” JamesWalker” ___ _______________
James Walker, CEO
For further information, please contact:
James Walker, CEO
Ares Strategic Mining Inc.
The CSE (operatedby CNSX Markets Inc.) has neither approved nor disapproved of thecontents of this press release .
Forward Looking Statements
Certain information in this newsrelease may contain forward-looking statements that involvesubstantial known and unknown risks and uncertainties. Forward-lookingstatements are often identified by terms such as “will”,“may”, “should”, “anticipate”, “expects” and similarexpressions. All statements other than statements of historical factincluded in this news release are forward-looking statements thatinvolve risks and uncertainties. There can be no assurance that suchstatements will prove to be accurate and actual results and futureevents could differ materially from those anticipated in suchstatements. Forward-looking statements in this news release include,but are not limited to, statements regarding expected completion dateof the Offering, the repayment of principal and interest under theBonds, the development of the processing plant for the Project andanticipated use of proceeds from the Bonds and Offering. Importantfactors that could cause actual results to differ materially from theCompany’s expectations include unanticipated market, economic andother conditions which may adversely affect the Company’s ability torepay the amounts owed under the Bonds, to construct the processingplant on the Lost Sheet property on the terms acceptable to theCompany, or at all, and other risks detailed from time to time in thefilings made by the Company with the securities regulatoryauthorities. The reader is cautioned that assumptions used in thepreparation of any forward-looking information may prove to beincorrect. Events or circumstances may cause actual results to differmaterially from those predicted, as a result of numerous known andunknown risks, uncertainties, and other factors, many of which arebeyond the control of the Company. The reader is cautioned not toplace undue reliance on any forward-looking information. Suchinformation, although considered reasonable by management at the timeof preparation, may prove to be incorrect and actual results maydiffer materially from those anticipated. Forward-looking statementscontained in this news release are expressly qualified by thiscautionary statement. The forward-looking statements contained in thisnews release are made as ofthe date of this news release and the Company disclaims any intentionor obligation to update or revise such information, except as requiredby applicable law.
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