01:30:23 EDT Wed 01 May 2024
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Stillwater Critical Minerals Corp
Symbol PGE
Shares Issued 178,027,537
Close 2023-06-20 C$ 0.165
Market Cap C$ 29,374,544
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Stillwater arranges $4.94M investment by Glencore

2023-06-23 09:30 ET - News Release

Mr. Michael Rowley reports

STILLWATER CRITICAL MINERALS ANNOUNCES 9.99% STRATEGIC INVESTMENT BY GLENCORE

Stillwater Critical Minerals Corp. has executed a definitive agreement for a strategic equity investment by Glencore Canada Corp., a wholly owned subsidiary of Glencore PLC, in the form of a non-brokered private placement financing for exploration and development activities at the company's North American nickel projects, as well as for working capital, and general and administrative expenses.

Pursuant to the placement, Glencore has agreed to purchase 19,758,861 units of Stillwater at a price of 25 cents per unit for gross proceeds of $4.94-million, with each unit comprising one common share and 0.70 of a common share purchase warrant. Each full warrant shall entitle Glencore to purchase one common share at an exercise price of 37.5 cents, providing up to approximately $5.2-million additional financing, if exercised in full. The warrants shall be exercisable for three years from the date of issue and contain a customary acceleration provision, which shall be effective if the volume-weighted average trading price of the common shares on the TSX Venture Exchange is greater than 56.25 cents for a period of 20 consecutive trading days.

Following closing of the investment, Glencore will have ownership and control of 9.99 per cent of the outstanding common shares of Stillwater on a non-diluted basis and, including the warrants, 15.87 per cent of the outstanding common shares on a partially diluted basis. Glencore does not currently own or control any securities of the company.

Michael Rowley, Stillwater Critical Minerals president and chief executive officer, stated: "We are very pleased to welcome Glencore, one of the top five largest mining companies in the world, as a major investor. This represents a major step forward for Stillwater as we advance our flagship Stillwater West project with the vision of becoming a large-scale source of battery and precious minerals that are now listed as critical in the U.S., and elsewhere. There are very few projects globally, and especially located within the United States, that offer the combination of grade and scale in a producing district that we see at Stillwater West. We are now booking drills and crews for our 2023 drill campaign, with a focus on expansion of the high-grade nickel-copper sulphides identified in our past campaigns. We look forward to announcing further details in the coming weeks, along with the start of drilling."

In connection with the placement, Stillwater and Glencore have agreed to enter into an investor rights agreement, pursuant to which Glencore will be entitled to certain customary rights, including participation in future equity issuances and a right to maintain its pro rata position in Stillwater.

In addition, a technical committee will be formed with representatives from each company.

Net proceeds of the private placement are intended to be used for exploration and development activities at the company's North American nickel projects, as well as for working capital, and general and administrative expenses.

The placement is expected to close, subject to customary conditions, upon acceptance by the TSX Venture Exchange. All securities issued pursuant to the placement will be subject to a four-month hold period from the date of issuance in accordance with applicable securities laws.

Certain information in this news release is provided by Glencore in satisfaction of the early warning requirements of National Instrument 62-104 -- Take-Over Bids and Issuer Bids. Glencore is acquiring the common shares and warrants for investment purposes and will continue to monitor the business, prospects, financial condition and potential capital requirements of the company. Depending on its evaluation of these and other factors, Glencore may, from time to time, in the future decrease or increase its direct or indirect ownership, control or direction over securities of the company through market transactions, private agreements, subscriptions from treasury or otherwise, or may in the future develop plans or intentions relating to any of the other actions listed in (a) through (k) of National Instrument 62-103F1 -- Required Disclosure Under the Early Warning Requirements.

For the purposes of this press release and early warning disclosure, the number and percentages of outstanding common shares owned and controlled by Glencore following completion of the investment is based on 197,786,398 outstanding common shares following completion of the investment.

Glencore's address is 100 King St. W., Suite 6900, Post Office Box 403, Toronto, Ont., Canada, M5X 1E3. Glencore is incorporated under the laws of Ontario. An early warning report in respect of the investment will be filed under the company's profile on SEDAR. For a copy of the report or for further Glencore information, please contact Peter Fuchs at 416-305-9273, or by e-mail at peter.fuchs@glencore.ca.

About Stillwater Critical Minerals Corp.

Stillwater Critical Minerals is a mineral exploration company focused on its flagship Stillwater West Ni-PGE-Cu-Co-plus-Au (nickel, platinum group element, copper, cobalt plus gold) project in the iconic and famously productive Stillwater mining district in Montana. With the recent addition of two renowned Bushveld and Platreef geologists to the team, the company is well positioned to advance the next phase of large-scale critical mineral supply from this world-class American district, building on past production of nickel, copper and chromium, and the continuing production of platinum group and other metals by neighbouring Sibanye-Stillwater. An expanded National Instrument 43-101 mineral resource estimate, released January, 2023, delineates a compelling suite of critical minerals contained within five Platreef-style nickel and copper sulphide deposits at Stillwater West, hosting a total of 1.6 billion pounds of nickel, copper and cobalt, and 3.8 million ounces of palladium, platinum, rhodium and gold, and remaining open for expansion along trend and at depth.

Stillwater Critical Minerals also holds the high-grade Black Lake-Drayton gold project adjacent to Treasury Metals' development-stage Goliath gold complex in Northwest Ontario, currently under an earn-in agreement with Heritage Mining, and the Kluane PGE-Ni-Cu-Co critical minerals project on trend with Nickel Creek Platinum's Wellgreen deposit in Canada's Yukon.

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