Aldebaran Resources Inc. (“
Aldebaran” or the
“
Company”)
(TSX-V: ALDE, OTCQX:
ADBRF), is pleased to announce a C$17,468,604 non-brokered
private placement (“Private Placement”) led by investments from a
wholly-owned subsidiary of South32 Limited
(“
South32”) and Route One Investment Company LLC
("
Route One"). The Private Placement will be
structured in two tranches.
Highlights
- In the first
tranche, South32 will acquire 8,528,756 common shares at $1.01 per
common share to increase its interest in the Company from 9.9% to
approximately 14.8%
- In the second
tranche:
- Route One will
acquire 8,200,000 common shares at $0.88
- South32 will
acquire 1,462,000 common shares at $0.88
- Management will
acquire 400,000 common shares at $0.88
- Proceeds from the Private Placement
will be used to advance the Altar copper-gold project located in
San Juan, Argentina and for general corporate purposes
John Black, CEO of Aldebaran commented
as follows: “We are pleased to see South32 increase their
interest in Aldebaran and have the continued support of Route One.
This financing will put us in a strong position to execute an
aggressive 2023/2024 field program on the Altar project.”
In connection with the first tranche, there will
be no change to South32’s rights that were granted as part of its
initial investment in the Company (see news release dated July 20,
2022), including its customary anti-dilution rights and its right
to nominate a director to the Aldebaran board of directors if it
obtains a 12.5% equity interest in the Company.
Route One is a control person of the Company.
Accordingly, the participation of management and Route One in the
Private Placement constitutes a related party transaction under
Multilateral Instrument 61-101 - Protection of Minority Security
Holders in Special Transactions (“MI 61-101”). The
Company is exempt from the formal valuation and minority approval
requirement under MI 61-101 as the fair market value of insider
participation in the Private Placement does not exceed more than
25% of the market capitalization of the Company, as set forth in
Sections 5.5(a) and 5.7(1)(a) of MI 61-101.
The Company will not file a material change
report more than twenty-one (21) days before the expected closing
date of the Private Placement, as the details of the Private
Placement were not finalized until July 31, 2023, and the Company
wishes to close the Private Placement as soon as practicable.
Closing of this financing is expected to occur
in August 2023 and is subject to various conditions, including
approval of the TSX Venture Exchange. No finder’s fee is payable in
connection with this financing.
The securities referred to in this news release
have not been, nor will they be, registered under the United States
Securities Act of 1933, as amended, and may not be offered or sold
within the United States or to, or for the account or benefit of,
U.S. persons absent U.S. registration or an applicable exemption
from the U.S. registration requirements. This release does not
constitute an offer for sale of, nor a solicitation for offers to
buy, any securities in the United States. Any public offering of
securities in the United States must be made by means of a
prospectus containing detailed information about the issuer and its
management, as well as financial statements.
ON BEHALF OF THE ALDEBARAN BOARD
(signed) “John
Black”
John BlackChief Executive Officer and DirectorTel: +1 (604)
685-6800Email: info@aldebaranresources.com
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For further information, please consult our website
at www.aldebaranresources.com or
contact:
Ben CherringtonManager, Investor RelationsPhone: +1 347 394-2728
or +44 7538 244 208Email:
ben.cherrington@aldebaranresources.com
About Aldebaran Resources Inc.
Aldebaran is a mineral exploration company that
was spun out of Regulus Resources Inc. in 2018 and has the same
core management team. Aldebaran has the right to earn up to an 80%
interest in the Altar copper-gold project in San Juan Province,
Argentina from Sibanye Stillwater Limited. The Altar project hosts
multiple porphyry copper-gold deposits with potential for
additional discoveries. Altar forms part of a cluster of
world-class porphyry copper deposits which includes Los Pelambres
(Antofagasta Minerals), El Pachón (Glencore), and Los Azules
(McEwen Copper). In March 2021 the Company announced an updated
mineral resource estimate for Altar, prepared by Independent Mining
Consultants Inc. and based on the drilling completed up to and
including 2020 (independent technical report prepared by
Independent Mining Consultants Inc., Tucson, Arizona, titled
"Technical Report, Estimated Mineral Resources, Altar Project, San
Juan Province, Argentina", dated March 22, 2021 - see news release
dated March 22, 2021).
Forward-Looking Statements
Certain statements regarding Aldebaran,
including management's assessment of future-plans and operations,
may constitute forward-looking statements under applicable
securities laws and necessarily involve known and unknown risks and
uncertainties, most of which are beyond Aldebaran's control. Often,
but not always, forward-looking statements or information can be
identified by the use of words such as "plans", "expects" or "does
not expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate" or
"believes" or variations of such words and phrases or statements
that certain actions, events or results "may", "could", "would",
"might" or "will" be taken, occur or be achieved.
Specifically, and without limitation, all
statements included in this press release that address activities,
events or developments that Aldebaran expects or anticipates will
or may occur in the future, including the expected use of proceeds
of the Private Placement, the proposed exploration and development
of the Altar project described herein, and management's assessment
of future plans and operations and statements with respect to the
completion of the anticipated exploration and development programs,
may constitute forward-looking statements under applicable
securities laws and necessarily involve known and unknown risks and
uncertainties, most of which are beyond Aldebaran's control. These
risks may cause actual financial and operating results,
performance, levels of activity and achievements to differ
materially from those expressed in, or implied by, such
forward-looking statements. Although Aldebaran believes that the
expectations represented in such forward-looking statements are
reasonable, there can be no assurance that such expectations will
prove to be correct. The forward-looking statements contained in
this press release are made as of the date hereof and Aldebaran
does not undertake any obligation to publicly update or revise any
forward-looking statements or information, whether as a result of
new information, future events or otherwise, unless so required by
applicable securities law.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
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