Mr. Guy Duport reports
WEST AFRICAN IRON ORE ANNOUNCES AN ADDITIONAL FUNDING AGREEMENT AND PROVIDES CORPORATE UPDATE
West African Iron Ore Corp. has arranged a $2-million unsecured convertible
debenture financing agreement with Sky Alliance Resources Inc.
(SARI).
SARI has agreed to finance up to $2-million by way of up to four
drawdowns of $500,000. Each drawdown will be in the form of a
convertible debenture with a term of five years and an 8-per-cent annual interest rate. During the term of the
debentures, SARI will have the option to convert all or any portion of
the outstanding debentures into common shares of the company at a
conversion price of 10 cents per share for the first $500,000
drawdown. All other drawdowns will have the option to convert any
portion of the outstanding debentures at the market price at the time
of drawdown, subject to a minimum conversion price of 10 cents per
share. Subject to TSX-V approval, the remaining $1.5-million can be drawn
down at West African Iron Ore's election after completion of a resource report in a form
prescribed by National Instrument 43-101 with respect to the Forecariah
tenement. West African Iron Ore will provide written notice to SARI of the requirement
for financing and set forth the amount required.
Management believes the current financing agreement will be sufficient
to finance the company's operations through the release of its initial
NI 43-101 technical report and until additional longer-term financing sources can be arranged.
SARI has ownership and control, directly and through a wholly owned
subsidiary, of 24,697,000 common shares of West African Iron Ore, representing 14.09 per cent of
the issued and outstanding common shares of the company. The first drawdown of the debenture is convertible into five million common shares of
West African Iron Ore. Assuming conversion of the debenture, SARI would have ownership
and control of 29,697,000 common shares, representing 16.49 per cent of the
then issued and outstanding common shares of West African Iron Ore. SARI has acquired
the debenture for investment purposes and, as disclosed in the early
warning report, assuming additional drawdowns of the credit facility,
may acquire additional debentures or other securities of West African Iron Ore. SARI's
shareholders plan to fully support West African Iron Ore's efforts to complete its
initial NI 43-101 technical report and raise additional funds to further
West African Iron Ore's business.
SARI is a privately owned international mining and consulting firm
that is based in Hong Kong and registered in the British Virgin Islands. SARI
was created in December, 2006, to generate investment opportunities for
the Asian metals industry while providing sustainable and transparent
foreign direct investment for West Africa. SARI's board of directors
has strong corporate finance and mining expertise, as well as
considerable experience operating in Africa, Asia, North America and
Europe.
China International Fund
West African Iron Ore continues to work with China International Fund
Ltd. (CIF). On April 26, 2013, CIF provided a loan of $500,000 to
finance the immediate cash requirements of the company. The advance is
bearing interest at 8 per cent per year, is not convertible and is not part
of the $30-million convertible loan facility previously announced.
Update on technical report
The company expected to release its NI 43-101 technical report in the second quarter;
however, management has just been informed that the beneficiation tests
have been delayed by several weeks. The engineers are reorganizing
testing schedules, and the company has been assured that its tests will be
completed for publication between mid-July and mid-August. In the
coming weeks, the engineers will confirm the expected completion date.
Management is very eager to have this report published as soon as
possible.
The report is expected to provide a resource estimate, full metallurgy
on iron and other minerals, and initial estimates for both capital
expenditures and operating expenditures. Metallurgical research is
under way at different laboratories to test different process routes
that would enable the successful upgrade of the Wondima iron ore to a
marketable product. The main objective is to get an iron concentrate of
around 62 per cent iron with the lowest possible level of impurities and moisture
for shipping. At the moment, mineralogical analysis is in progress to
determine the mineralogical parameters that will lead to optimum
crushing and recovery estimates. Once the tests are complete, bulk
pilot-scale tests will be undertaken to formulate an optimal process
flow sheet.
Changes to the board of directors
The company also announces that Craig Angus and Harald Ludwig have
resigned as directors of the company. The company is pleased to report
that Philip O'Neill will, with immediate effect, be nominated a director
of the company. Mr. O'Neill is a founder, chief executive officer
and director of Toronto Stock Exchange-listed Sunward Resources, a
founder and managing director of Australian Securities Exchange-listed Condoto Platinum, and a
director of Asia Pacific Mining, a private Hong Kong company with
interests in Myanmar. In 2006, Mr. O'Neill founded MP1 Capital, a
Calgary-based company established to identify and invest predominantly
in the natural resources industry. Prior to establishing MP1 Capital,
Mr. O'Neill worked as a research consultant for Casey Research. Mr.
O'Neill holds a bachelor of applied science (honours) from the University of Guelph.
Pursuant to the company's stock option plan, the board of the company
has granted one million incentive stock options to Mr. O'Neill
exercisable at 10 cents for a period of 10 years, subject to regulatory
approval.
The company has agreed to convert all director fees outstanding up
until March 31, 2013, into shares of the company. As a result, 2,415,000
shares will be issued to past and present directors for fees owed, and
the outstanding payable of $241,500 will be cancelled.
Guy Duport, chief executive officer of West African Iron Ore, commented: "The
continued funding from our partners SARI and CIF provides us the
necessary resources to release our initial NI 43-101 technical report. We
structured these financings in order to limit dilution and provide
security for our shareholders in these difficult capital markets. As
well, we wish to thank Craig Angus and Harald Ludwig for the support
over the previous years, and wish them the best on their future
endeavours."
A copy of the early warning report filed with the applicable securities
regulators regarding the acquisition by SARI is available on
SEDAR.
We seek Safe Harbor.
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