SRG:CC - C-ONE Transaction Update
(TheNewswire)
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Significant regulatory approval progress made with
two key Chinese approvals obtained
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TSX-V extension obtained to allow transactionclosing
Mo ntreal, Canada – TheNewswire - October 31, 2023 - SRG MiningInc. (TSXV:SRG) (“ SRG ” or the“ Company ” ) announced significant progress has been made towardsmeeting the closing conditions of the proposed private placement,announced on July 10, 2023, to Carbon ONE NewEnergy Group Co.,Ltd (“ C-ONE ”).
Under terms of the agreement, SRG will issue 28,222,380common shares to C-ONE (or its designated affiliate) through a privateplacement at a price of C$0.60 per share (the “ Private Placement ”). The subscription amount is approximately C$16.9 million(US$12.7 million) (the “ Subscription Amount ”).
On closing, C-ONE will come to own 19.4% of SRG’sissued and outstanding common shares establishing C-ONE as one ofSRG’s largest shareholders. SRG’s largest shareholder, La ManchaInvestments S.a r.l. (“ LaMancha ”) will partially exercise itsanti-dilution right such that at closing both La Mancha and C-One willown 19.4% of SRG’s enlarged issued and outstanding commonshares.
The transaction is subject to customary closingconditions, including three Chinese regulatory approvals. In addition,the transaction is subject to approval of the Canadian Governmentpursuant to a voluntary notification filing under the Investment Canada Act .
Chinese Regulatory ApprovalProcess
The transaction has received approval from the Ministryof Commerce (“ MOFCOM ”) of the Peoples Republic of Chinaand the National Development and Reform Commission (“ NDRC ”) of thePeople’s Republic of China. A final approval from the StateAdministration of Foreign Exchange (“ SAFE ”) of thePeoples Republic of China is expected in the near future. Beyond theseapprovals, no further Chinese regulatory approvals are required tocomplete the transaction.
TSX-V Extension
The TSX Venture Exchange (the “ Exchange ”) hasapproved an extension to deposit theSubscription Amount in escrow in Canada. Under the revised terms ofthe agreement with the Exchange, C-ONE has agreed to deposit theSubscription Amount in escrow on, or before, November 30, 2023.
Following this and receipt of the SAFE approval,completion of the Private Placement will be conditional solely on theapproval of the Private Placement by Canadian Government pursuant to a voluntary notification filing under to the Investment Canada Act. Closing is expected tooccur by Q1 2024.
The common shares will be subject to a four month andone day hold period from the date of their issuance in accordance withapplicable securities laws and the policies of the Exchange.
About C-ONE
A leading private anode materials company in China,C-ONE was founded in 2022 by C-ONE’s Chair, Yue Min. Mr. Yue is aco-founder of BTR New Material Group Co., Ltd, the largest anodematerials company in the world, and is a pioneer in China’s graphiteand silicon-based anode industry. As a principal inventor, Mr Yue is aleading authority with over 30 years of experience in anode materialswho has drafted numerous industry standards and has over 300battery-related patents in his name.
C-ONE has assembled a large production base for variousanode materials that sets the benchmark in the industry, includingnatural flake graphite. C-ONE is an innovative anode material industryleader and one of the lowest cost anode material producers in China,with a current installed capacity of 300,000 tonnes per annum(“ tpa ”) of CSPG .C-ONE owns several natural flake graphite mines that feed 250,000 tpaof spheroidizing capacity, 275,000 tpa ofchemical purification capacity and 100,000 tpa of thermal purificationcapacity as well as 300,000 tpa of ALD-like coating capacity.
In addition to natural flake graphite material, C-ONEhas the capacity to produce 150,000 tpa of artificial graphite andplanned production of 15,000 tpa of silicon-based products.
About SRG
SRG Mining is a Canadian-based mining company focusedon developing the Lola Graphite Project located in the Republic ofGuinea, West Africa. The Lola Graphite Project has Proven and Probable Reserves of 41Mt at a grade of 4.14%Cg . SRG aims to develop a fully integratedsource of battery anode material to supply the European and NorthAmerican lithium-ion and fuel cell markets. With attractive operatingcosts, proximity to European end-markets and strong ESG credentials,the Company is poised to become a reliable supplier while promotingsustainability and supply chain transparency. SRG is committed to generating sustainable, long-term benefits thatare shared with the host countries and communities where itoperates.
For additional information, please visit SRG’swebsite at www.srgmining.com .
Contact :
Matthieu Bos Matt Johnston
President & CEO CorporateDevelopment Advisor
Email: m.bos@srgmining.com Email: m.johnston@srgmining.com
Telephone: +1 (514) 512-1320
Neither the TSXV nor its RegulationServices Provider (as that term is defined in the policies of theTSXV) accepts responsibility for the adequacy or accuracy of thisrelease.
This press releasecontains "forward-looking information" within the meaning ofCanadian securities legislation. All information contained herein thatis not clearly historical in nature may constitute forward-lookinginformation. Generally, such forward-looking information can beidentified by the use of forward-looking terminology such as“progress”, “intends”, “accelerate”, advance”,“confident”, “aim”, “develop”, “expected”,“include”, “will”, “become”, “continue”,“deliver”, “believe”, or variations of such words and phrasesor state that certain actions, events or results "may","could", "would" or "might".Forward-looking information is subject to known and unknown risks,uncertainties and other factors that may cause the actual results,level of activity, performance or achievements of the Company to bematerially different from those expressed or implied by suchforward-looking information, including but not limited to: (i)volatile stock price; (ii) the general global markets and economicconditions; (iii) the possibility of write-downs and impairments; (iv)the risk associated with exploration, development and operations ofmineral deposits and mine plans for the Company’s mining operations;(v) the risk associated with establishing title to mineral propertiesand assets including permitting, development, operations andproduction from the Company’s operations being consistent withexpectations and projections; (vi) fluctuations in commodity prices,finding offtake takers and potential clients or enforcing suchagreements against same, (vii) prices for diesel, process reagents,fuel oil, electricity and other key supplies being approximatelyconsistent with current levels; (viii) production and cost of salesforecasts meeting expectations; (ix) the accuracy of the mineralreserve and mineral resource estimates of the Company; (x) labour andmaterials costs increasing on a basis consistent with the Company'scurrent expectations; (xi) there being no significant disruptionsaffecting the operations of the Company whether due to climate change,COVID-19 restrictions, the war in Ukraine, artisanal miners, access towater, extreme weather events and other or related natural disasters,labour disruptions, supply disruptions, power disruptions, damage toequipment or otherwise; and (xi) asset impairment (or reversal)potential, being consistent with the Company's current expectations.and other risks and factors described or referred to in the sectionentitled "Risk Factors" in the MD&A of the Company andwhich is available at www.sedar.com, all of which should be reviewedin conjunction with the information found in this news release.
Although the Company has attempted to identifyimportant factors that could cause actual results to differ materiallyfrom those contained in the forward-looking information, there may beother factors that cause results not to be as anticipated, estimatedor intended. There can be no assurance that such forward-lookinginformation will prove to be accurate, as actual results and futureevents could differ materially from those anticipated in suchforward-looking information. Such forward-looking information has beenprovided for the purpose of assisting investors in understanding theCompany's business, operations and exploration plans and may not beappropriate for other purposes. Accordingly, readers should not placeundue reliance on forward-looking information. Forward-lookinginformation is given as of the date of this press release, and theCompany does not undertake to update such forward-looking informationexcept in accordance with applicable securities laws.
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