Giyani Metals Corp. (TSX-V:EMM) (GR:A2DUU8) is pleased to announce that the non-brokered private placement financing, as announced on May 19, 2020, has closed. The Private Placement was fully subscribed and comprised of 15,000,000 units at a price of $0.08 per Unit for gross proceeds of $1.2 million in immediately available new funding. No finders’ fees were paid in connection with the Private Placement.
Each Unit consists of one common share and one half of one Common Share purchase warrant. Each whole warrant will entitle the holder to purchase one Common Share at an exercise price of $0.10 per share within the 3-year period following the closing of the Private Placement.
The Private Placement included a lead subscription on behalf of RAB Capital Holdings Limited for 11,000,000 Units, for a total subscription of $880,000. The Company also entered into a conditional board representation agreement under which, provided RAB Capital maintains at least a 10% shareholding, it is entitled to appoint or elect one director to the board of the Company. The agreement also provides that Giyani will consult with and obtain the consent of RAB Capital, which is not to be unreasonably withheld, to certain equity security issuances within the 13 months following the closing of the Private Placement, subject to customary carve-outs.
The net proceeds from the Private Placement will be used to fund the advancement of the K.Hill feasibility study, which is expected to be completed in Q1 2021.
Insiders of Giyani subscribed for an aggregate of 574,375 Units or 4% of the Private Placement, which subscriptions are considered related party transactions within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions. The Company relied on exemptions from the formal valuation and minority approval requirements in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the insider subscriptions.
Robin Birchall, CEO of the Company commented:
“I am delighted with the completion of the Private Placement. In particular, I would like to thank RAB Capital for their support in leading the Private Placement. The proceeds will allow the Giyani team to focus its attention on the development of the Company’s assets. The main focus of which is rapidly advancing the remainder of the K.Hill feasibility study workstreams. Most notably, we plan to commence reserve drilling in the coming months.”
The Private Placement is subject to the final acceptance of the TSXV. All securities issued are subject to a statutory four month and one day hold period, which will end on September 26, 2020.
Giyani Metals Corp. is a Canadian explorer and developer focused on the development of its K.Hill, Lobatse & Otse manganese prospects in the Kanye Basin, Botswana, Africa. The Company’s flagship K.Hill prospect is a near-surface manganese oxide deposit currently going through a feasibility study to produce high-purity electrolytic manganese metal (HPEMM), a key product needed for batteries in the expanding electric vehicle (EV) market.
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We acknowledge the [financial] support of the Government of Canada.