REG - Celsius Resources Ld - Silvercorp Subscription Agreement

Celsius ResourcesAnnouncement

19/09/2024 08:15

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RNS Number : 8578E  Celsius Resources Limited  19 September 2024

 

ASX/AIM RELEASE

19 SEPTEMBER 2024

 

Silvercorp Subscription Agreement

 

Celsius Resources Limited ("CLA", "Celsius" or the "Company") (ASX, AIM:CLA)
is pleased to advise that substantial shareholder, Silvercorp Metals Inc.,
("SVM" or "Silvercorp") (TSX: SVM, NYSE: SVM) has exercised its participation
right in relation to the equity particpation and committed equity faciltiy
agreements announced on 16 September 2024.

 

As announced on 15 May 2023 1 , the Company agreed to give Silvercorp a
reasonable opportunity to participate in future equity offers on equivalent
terms to other subscribers for a period of two years and provided Silvercorp's
relevant interest in Celsius does not fall below 10%. 2  To give effect to
Silvercorp's election to participate in the Agreements, the Company and
Silvercorp have executed a binding subscription agreement to raise a further
A$183,667 (before costs) ("Subscription Agreement").

 

Pursuant to the Subscription Agreement, Silvercorp has agreed to subscribe for
14,693,419 new Celsius shares at a subscription price of A$0.0125
("Subscription Shares") (being the same price at which shares will be issued
to Patras under the Share Placement Agreement), and 918,339 new Celsius shares
at a deemed issue price of A$0.01 per Implementation Fee Share
 ("Implementation Fee Shares") (being the same deemed price at which shares
will be issued to Patras under the Committed Equity Facility Agreement),
together with 3,673,355 Options exercisable at A$0.025 each and expiring 3
years from the date of issue ("Subscription Options").

 

The Subscription Shares, Implementation Fee Shares and Subscription Options
will be issued under the Company's existing placement capacity under ASX
Listing Rules 7.1.

Settlement is expected to occur on or around 30 September 2024. Application
will also be made for the Subscription Shares and the Implementation Fee
Shares, which rank pari passu with all existing ordinary shares in the
Company, to be admitted to trading on AIM, with the date of admission expected
to be on or around 30 September 2024.

 

Proceeds from the Silvercorp subscription will be applied towards advancing
the Company's project portfolio, including the funding of future development
expenditure on its Sagay and Botilao projects, along with other exploration
targets in the Philippines, and to support corporate functions.

 

This announcement has been authorised by the Board of Directors of Celsius
Resources Limited.

 
Celsius Resources Contact Information

Level 5, 191 St. Georges Terrace

Perth WA 6000

 

PO Box 7059

Cloisters Square PO

Perth WA 6850

 

P: +61 2 8072 1400

E: info@celsiusresources.com.au (mailto:info@celsiusresources.com.au)

W: www.celsiusresources.com (https://celsiusresources.com/)

 

 Celsius Resources Limited
 Mark van Kerkwijk                                                   P: +61 8 9324 4516

                                                                     E: info@celsiusresources.com.au (mailto:info@celsiusresources.com.au)

                                                                     W: www.celsiusresources.com (https://celsiusresources.com/)
 Multiplier Media

 (Australia Media Contact)                                           M: +61 402 075 707

 Jon Cuthbert                                                        E: jon.cuthbert@multiplier.com.au (mailto:jon.cuthbert@multiplier.com.au)

 Beaumont Cornish Limited

 (Nominated Adviser)                                                 P: +44 (0) 207 628 3396

 Roland Cornish/Felicity Geidt/Andrew Price                          E: corpfin@b-cornish.co.uk (mailto:corpfin@b-cornish.co.uk)

 Zeus Capital

 (Broker)                                                            P:+44 (0) 20 7220 1666

 Harry Ansell/James Joyce/Isaac Hooper

 

 

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.

 1  For further information refer to the Company's ASX Announcement of 15 May
2023 titled 'Celsius Resources signs Non-Binding Term Sheet with Silvercorp
Metals Inc. for proposed acquisition of Celsius Resources and firm
subscription by Silvercorp Metals to raise A$5 million'.

 2  Subject at all times to the ASX Listing Rules and any policy or guidance
published or notified by ASX from time to time.

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