20:17:55 EDT Thu 18 Apr 2024
Enter Symbol
or Name
USA
CA



Cyprium Mining Corp
Symbol CUG
Shares Issued 46,873,851
Close 2016-03-23 C$ 0.06
Market Cap C$ 2,812,431
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Cyprium arranges $520,000 private placement

2016-03-23 17:53 ET - News Release

Mr. Alain Lambert reports

CYPRIUM MINING CORPORATION ANNOUNCES PROPOSED PRIVATE PLACEMENT AND CORPORATE UPDATE

Cyprium Mining Corp. intends to complete, on or about April 1, 2016, a private placement which will help finance the continued activities at the Potosi mine located in northern Mexico.

The private placement will consist of up to eight million units at a price of 6.5 cents per unit for gross proceeds of up to $520,000. Each unit will be composed of one common share in the capital of the company and one share purchase warrant of the company. Each warrant will be exercisable into one common share at an exercise price of 10 cents, expiring two years from the date of issuance.

Alain Lambert, chairman and chief executive officer of Cyprium, stated: "The rehabilitation of shaft No. 3 of the Potosi mine and the exploration at Level 2, 3 and 4 of the mine continue to progress on budget and according to schedule. The main activities over the last two months consisted in the overhaul of the rail system for the extraction of mineralized material, the repair of the hoist and implementation of various measures for improved safety in the mine. Over the next six weeks, we expect to proceed with the installation of the necessary drilling and mining equipment infrastructure at Level 3 and 4 of the mine, including the installation of a new air compressor."

The net proceeds made available through the sale of the units will be used by the company to pay for the continued development of the company's Potosi mining project in Mexico, the costs of the offering, for working capital and general corporate purposes.

As part of the offering, a director of the company has arranged for the sale of 977,000 common shares of his personal holdings at a price of 6.5 cents per common share through the facilities of the TSX Venture Exchange. The proceeds from the swap will be used by such director to subscribe in the offering.

Cyprium may engage finders or agents to act as agents of Cyprium in connection with the offering and the swap and, in connection therewith, may pay finders and agents a cash commission of up to 8 per cent of the proceeds of the offering or the swap that result from such parties' efforts, subject to compliance with applicable securities laws. The finders and agents may also be granted warrants to purchase up to 8 per cent of the number of units sold under the offering or the swap, with each finder warrant entitling the holder to purchase one unit at 6.5 cents per unit for a period of 18 months from the closing of the offering.

Closing of the offering and issuance of the units, the warrants and the placement finder warrants are subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the exchange. Pursuant to applicable securities laws, all securities issued pursuant to the offering will be subject to a hold period of four months plus one day following the closing of the offering.

The company announces that, concurrently with the closing of the private placement, it will complete a second closing of the bond financing (as defined below) in a minimum amount of $141,000 (U.S.). In connection with the second-tranche disbursement, the corporation will issue three-year bonds in the aggregate amount of $141,000 (U.S.). The bonds will bear interest at a rate of 12.5 per cent per annum, calculated and payable quarterly in arrears commencing on June 30, 2016. In March, 2015, the company announced a bond financing for a total amount of $4.5-million (U.S.) to be received by the company in three disbursements before the end of 2015. In April, 2015, the company completed the closing of the first disbursement in an amount of $1.0-million (U.S.) with expected additional disbursements in 2015 for the rest of the bond financing. As previously announced, Cyprium has been informed by the fund manager subscribing to the bond financing that, while the subsequent 2015 disbursements have been delayed, the fund remains committed to the disbursement of the rest of the bond financing. The delay in the disbursement of the bond financing is solely related to the liquidity situation of the fund subscribing to this financing and not as a result of any conditions not met by Cyprium. Cyprium also continues to evaluate other financing alternatives to supplement the bond financing.

A finder's fee of 8 per cent of the gross proceeds of the second-tranche disbursement will be payable in cash by the corporation to SC Strategy Consult AG (the finder). The corporation will also issue to the finder share purchase warrants to purchase common shares with an exercise price of 13 cents per share for a period of three years from the date of issuance.

Closing of the second-tranche disbursement and issuance of the bonds and the bond finder warrants are subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the exchange. Pursuant to applicable securities laws, all securities issued pursuant to the second-tranche disbursement will be subject to a hold period of four months plus one day following the closing of the second-tranche disbursement.

The company wishes to update its previously disclosed conversion of certain secured and unsecured debt into either common shares of the company or convertible debentures of the company (please refer to the company's July 28, 2015, news release). The company announces that it has come to terms to complete the conversion by arm's-length holders of $90,000 of secured debt into convertible unsecured debentures of the company. The convertible debentures will mature three years from the date of issuance and will bear interest at a rate of 8 per cent per annum payable quarterly in cash. The principal amount of the convertible debentures shall be convertible at any time at the option of the holder into common shares of the company at a price of eight cents per common share, and upon giving effect to such conversion, all accrued and unpaid interest will be paid in full within 60 days.

Closing of the debt conversion and the issuance of the common shares and the convertible debentures pursuant to the same are subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the exchange. Pursuant to applicable securities laws, all securities issued pursuant to the debt conversion will be subject to a hold period of four months plus one day following the closing of the debt conversion.

The company has also entered into various debt settlement agreements. The company has entered into a debt settlement agreement with eight creditors, who are not insiders of the company, to settle $246,025 by the issuance of 3,785,000 units of the company. Among those creditors, the company will settle $53,625 in compensation with three of its senior employees in Mexico by issuing a total of 825,000 units. Carlos Arzola, a director of Cyprium who resides in Mexico, has requested the company to pay outstanding director fees in the amount of $32,500 through the issuance of common shares. As a result, the company plans to issue 500,000 common shares at an issue price of 6.5 cents per common share to Mr. Arzola.

Mr. Arzola commented on the conversion: "I believe the conversion of compensation by our senior employees in Mexico demonstrate their confidence in the company and the development of the Potosi mine. I was more than happy to take the initiative and take the lead in converting my directors fees in shares of Cyprium."

The company's chairman and chief executive officer, Mr. Lambert, requested that the company pay outstanding fees in the amount of $48,000 through the issuance of common shares. As a result, the company plans to issue 738,461 common shares at an issue price of 6.5 cents per common share. Finally, a company wholly owned and controlled by Mr. Lambert, the chairman and CEO of Cyprium, is a holder of $21,000 (U.S.) of unsecured debt of the company. In connection with the above-mentioned debt conversion, that company has agreed to convert the said $21,000 (U.S.) of the debt into convertible debentures.

The issuance of the units for debt, Mr. Lambert's shares and Mr. Arzola's shares are subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the exchange. Pursuant to applicable securities laws, all securities issued pursuant to the units for debt, Mr. Lambert's shares and Mr. Arzola's shares will be subject to a hold period of four months plus one day following their issuance.

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