BMR - Battery Mineral Resources Corp. Extends Closing Date on its Announced Offering of up to US$6M in Unsecured Convertible Debentures
(NewsDirect)
Battery MineralResources Corp. ( TSXV: BMR ) ( OTCQB: BTRMF )(“ Battery ” or “ BMR ” or the “ Company ”)is pleased to announce an extension to the final closing date of itsprivate placement (the “ Private Placement ”) of up toUS$6,000,000 in senior unsecured convertible debentures (the“ Debentures ”), which was previously announced on October17, 2023.
The TSXVenture Exchange (the “ TSXV ”) has approved an extension tothe Private Placement to January 12, 2024. The proceeds from theDebentures will be applied towards working capital and the restart ofcopper concentrate production at its Punitaqui copper project in Chile(the “ Restart ”). Operational readiness activities continueas per schedule with the aim of full operational commissioning of thecopper processing plant in March 2024 and plant start-up in April2024. These activities include personnel recruitment, mining equipmentdeliveries, underground mine rehabilitation and copper processingplant repairs and upgrades.
The Company continues to progress towards securingthe balance of the capital required for the Restart and, to date, hassuccessfully raised US$3,285,000 (C$4,563,377) in Debentures. TheCompany estimates the total capital required for the Restart to beapproximately US$13 million (approximately C$17.8 million) (prior tocorporate costs and other asset holding costs and inclusive of amountsto be raised in the Private Placement). The Company looks forward toproviding additional updates to the market in the coming weeks as wemove Punitaqui back into sustainable, profitable production for allstakeholders.
Offering Terms (as previously disclosed)
The Debentures willmature on September 30, 2026 (the “ Maturity Date ”) and willbear interest at 10% per annum, compounding annually on September 30of each year, not in advance. Interest accrued from the date ofissuance up to and including March 30, 2025, will be paid by way ofissuance of common shares of the Company. Interest accrued followingMarch 30, 2025, will be, at the option of the holder, paid either incash or by way of issuance of common shares of the Company. Theissuance of common shares as payment of interest will be at the thencurrent market price of the Company’s common shares at the date theinterest becomes payable and will be subject to the prior acceptanceof the TSXV and applicable securities laws.
The holder of aDebenture may, at their option, at any time from March 31, 2024, andprior to the close of business on the business day immediatelypreceding the Maturity Date, convert all, but not less than all, ofthe principal amount of such Debenture into common shares of theCompany at the conversion price of US$0.22 per share (approximatelyC$0.30 per share).
All Debentures issued in the Private Placement are subject toa four month hold period under applicable Canadian securities laws andunder the policies of the TSXV. The Private Placement is subject tofinal approval by the TSXV.
Exchange Rates
All USD amounts for which CAD equivalentamounts are given in this news release were calculated at CAD/USDexchange rate of 1.3871, the exchange rate published by the Bank ofCanada on October 31, 2023.
MI 61-101 Matters
Weston Energy LLC andWeston Energy II LLC are “related parties” to BMR pursuant topursuant to Multilateral Instrument 61-101 – Protection of MinoritySecurity Holders in Special Transactions (“ MI 61-101 “).Prior to giving effect to the transactions disclosed in this newsrelease and in the refinancing transactions disclosed in theCompany’s press release dated October 17, 2023, Weston Energy LLCand Weston Energy II LLC and its affiliates owned or controlled(directly or indirectly) 107,578,740 BMR Common Shares on an undilutedbasis and 122,491,305 BMR Common Shares assuming the conversion of allthe Company’s previously outstanding secured convertible debentures(representing approximately 60.60% and 63.31%, respectively, of theoutstanding BMR Common Shares).
Disclaimers
The Debentures (including any issued in futureclosings) will be sold in a transaction exempt from registration underthe Securities Act of 1933, as amended (the “ SecuritiesAct ”) and will be sold only to persons reasonably believed to beaccredited investors in the United States under Rule 506 under theSecurities Act and outside the United States only to non-U.S. personsin accordance with Regulation S under the Securities Act.
The Debentures and theshares of common stock issuable upon conversion of the Debentures, ifany, have not been and will not be registered under the SecuritiesAct, or any state securities laws, and unless so registered, may notbe offered or sold in the United States except pursuant to anapplicable exemption from such registration requirements of theSecurities Act and applicable state securities laws.
This press release doesnot constitute an offer to sell or a solicitation of an offer to buyany of the Debentures or any shares of common stock potentiallyissuable upon conversion of the Debentures nor shall there be any saleof Debentures (or shares issuable upon conversion thereof) in anystate or other jurisdiction in which such offer, solicitation or salewould be unlawful prior to registration or qualification under thesecurities laws of such state.
There can be no assurance that any futureofferings of Debentures will be completed.
About Battery Mineral Resources Corp.
Battery Mineral Resources is abattery minerals company providing shareholders exposure to the globalmega-trend of electrification while being focused on growth throughcash-flow, exploration, and acquisitions in favourable miningjurisdictions. Battery Mineral’s mission is the discovery,acquisition, and development of battery metals (namely cobalt,lithium, graphite, and copper), in North America, South America andSouth Korea and to become a premier and responsible supplier ofbattery minerals to the electrification marketplace. BMR is currentlypursuing a near-term resumption of operations of the Punitaqui MiningComplex, a past copper-gold-silver producer, in the Coquimbo region ofChile. BMR is the largest mineral claim holder in the historicGowganda Cobalt-Silver Camp in Ontario, Canada, and continues topursue a focused program to build on the recently announced,+1-million-pound high-grade cobalt resource at McAra. In addition,Battery Mineral owns 100% of ESI Energy Services, Inc. (includingESI’s wholly owned USA operating subsidiary, Ozzie’s, Inc.), aprofitable mainline pipeline and renewable energy equipment rental andsales company with operations in Alberta, Canada and Arizona, USA.Battery Mineral Resources is based in Canada and its shares are listedon the Toronto Venture Exchange under the symbol “BMR” and on theOTCQB under the symbol “BTRMF”. Further information about BMR andits projects can be found on www.bmrcorp.com .
AboutBattery Mineral Resources Corp.
Forward LookingStatements:
This news release includes certain“forward-looking statements” under applicable Canadian securitieslegislation. There can be no assurance that such statements will proveto be accurate, and actual results and future events could differmaterially from those anticipated in such statements. Forward-lookingstatements reflect the beliefs, opinions and projections of theCompany on the date the statements are made and are based upon anumber of assumptions and estimates that, while considered reasonableby the Company, are inherently subject to significant business,economic, competitive, political and social uncertainties andcontingencies. Many factors, both known and unknown, could causeactual results, performance, or achievements to be materiallydifferent from the results, performance or achievements that are ormay be expressed or implied by such forward-looking statements and theparties have made assumptions and estimates based on or related tomany of these factors. Such factors include, without limitation, theability of the Company to obtain sufficient financing to completeexploration and development activities, the ability of the Company tosecure the Advances under the Loan Agreement, timing of the completionof the Company’s audit, risks related to share price and marketconditions, the inherent risks involved in the mining, exploration anddevelopment of mineral properties, the ability of the Company to meetits anticipated development schedule, government regulation andfluctuating metal prices. Accordingly, readers should not place unduereliance on forward-looking statements. Battery undertakes noobligation to update publicly or otherwise revise any forward-lookingstatements contained herein, whether as a result of new information orfuture events or otherwise, except as may be required bylaw.
Contact Details
Martin Kostuik, CEO
+1604-229-3830
CorporateCommunications IBN (InvestorBrandNetwork)
+1310-299-1717
editor@investorbrandnetwork.com
CompanyWebsite
Copyright (c) 2023 TheNewswire - All rights reserved.