Montreal, Quebec, March 21, 2022 – SRG Mining Inc. (TSXV: SRG) (“SRG” or the “Company”) announced today that La Mancha Fund SCSp (the “Fund”), a fund advised by La Mancha Capital Advisory LLP (“La Mancha”), has completed its confirmatory due diligence and has received the internal approvals necessary to complete the private placement in SRG.
The private placement now remains subject only to customary closing conditions, including TSX Venture Exchange approval, and is expected to close on or before March 31, 2022.
About the Fund, La Mancha and the Terms of the Private Placement
On March 18, 2022, La Mancha Investment S.à.r.l (the “Subscriber”) entered into a subscription agreement (the “Subscription Agreement”) with SRG pursuant to which the Subscriber has agreed to subscribe for 22,442,941 common shares in the capital of SRG (the “Common Shares“) at a price of C$0.56 per Common Share for aggregate cash consideration of $12,568,047.
The Subscriber does not otherwise currently own or have control or direction over any Common Shares. Following completion of the private placement, the Subscriber will beneficially own and have control and direction over an aggregate of 22,442,941 Common Shares, representing 19.9% of the currently issued and outstanding Common Shares.
At the closing of the private placement, the Subscriber and SRG will enter into an investment agreement, upon which the Subscriber or an affiliate will be granted the right to nominate two directors to SRG’s board as well as certain anti-dilution and registration rights.
The Common Shares to be acquired by the Subscriber on completion of the private placement have been acquired for investment purposes. In the future, the Subscriber may, from time to time, increase or decrease its investment in SRG through market transactions, private arrangements, treasury issuances or otherwise.
The Subscriber is a wholly-owned subsidiary of the Fund. The Fund is a Luxembourg-based deep value fund focused on investments in the precious metals and energy transition space. La Mancha advises the Fund on strategic investments made in publicly listed and private exploration, royalty and mining companies with a global outlook. La Mancha is a long-term minded investor, with a mandate to support mining companies to achieve sustained growth by providing long-term equity capital as well as operational and board level expertise, to further portfolio company performance and expansion.
La Mancha is an Appointed Representative of G10 Capital Limited, which is authorised and regulated by the Financial Conduct Authority (FRN 648953).
The Subscriber’s head office is located at 31-33 Avenue Pasteur L-2311 Luxembourg.
The Subscriber will file an early warning report in accordance with applicable Canadian securities laws, which will be available under SRG’s profile on the SEDAR website at www.sedar.com, and may also be obtained by contacting Vincent Benoit as provided for below.
About SRG Mining
SRG Mining is a Canadian-based mining company focused on developing the Lola Graphite Project located in the Republic of Guinea, West Africa. The Lola Graphite Project has Probable Reserves of 42Mt at a grade of 4.2% Cg. SRG aims to develop a fully integrated source of battery anode material to supply the European lithium-ion and fuel cell markets. With attractive operating costs, proximity to European end-markets and strong ESG credentials, SRG is poised to become a reliable supplier while promoting sustainability and supply chain transparency. SRG is committed to generating sustainable, long-term benefits that are shared with the host countries and communities where it operates.
President & CEO SRG Mining Inc.
SRG Mining Inc.
Partner & co-CIO
La Mancha Capital Advisory LLP
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
This press release contains “forward-looking information” within the meaning of Canadian securities legislation. All information contained herein that is not clearly historical in nature may constitute forward-looking information. Generally, such forward-looking information can be identified by the use of forward-looking terminology such as “intend”, “aims”, “become”, “committed” or variations of such words and phrases or state that certain actions, events or results “will”, “may”, “could”, “would” or “might” occur. 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 be materially different from those expressed or implied by such forward-looking information, including but not limited to: (i) the private placement not being completed as a result of failure to satisfy the conditions (ii) volatile stock price; (iii) the general global markets and economic conditions; (iv) the possibility of write-downs and impairments; (v) the risk associated with exploration, development and operations of mineral deposits and mine plans for the Company’s mining operations; (vi) the risk associated with establishing title to mineral properties and assets including permitting, development, operations and production from the Company’s operations being consistent with expectations and projections; (vii) fluctuations in commodity prices, finding offtake takers and potential clients or enforcing such agreements against same and other risks and factors described or referred to in the section entitled “Risk Factors” in the MD&A of the Company and which is available at www.sedar.com, all of which should be reviewed in conjunction with the information found in this news release.
Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such forward-looking information. Such forward-looking information has been provided for the purpose of assisting investors in understanding the Company’s business, operations and exploration plans and may not be appropriate for other purposes. Accordingly, readers should not place undue reliance on forward-looking information. Forward-looking information is given as of the date of this press release, and the Company does not undertake to update such forward-looking information except in accordance with applicable securities laws.