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RNS Number : 4505B PYX Resources Limited 03 October 2022
3(rd) October 2022
PYX Resources Ltd
("PYX" or the "Company")
Secures GBP20 million Investment Commitment
from GEM (Global Emerging Markets)
PYX Resources Ltd (NSX: PYX | LSE: PYX) continues to receive strong investor
support announcing a GBP20 million investment commitment from GGY Global Yield
LLC SCS ("GGY"), a US$3.4 billion alternative investment firm with offices in
Paris, New York, and the Bahamas. The proceeds from this capital investment
will further the Company's effort to upgrade its mining operations and
increase its production volumes, well-positioning PYX to continue its growth.
Commenting on the financing, PYX Resources' Chairman and Chief Executive
Officer, Oliver B. Hasler, said: "The investment commitment is a major
milestone in our financing strategy and will enable us to accelerate our
previously announced growth plans. We look forward to implementing our vision
to become the leading zircon producer globally".
Founded in 1995, GGY oversees a wide range of developing market investment
vehicles and has executed over 530 transactions in over 70 countries. GGY and
its partners have access to Small-Mid Cap Management Buyouts, Private
Investments in Public Equities, and select venture investments through the
family of funds and investment vehicles.
In this tailored agreement, PYX will control the amount and timing of
investment under this GBP20 million commitment over a 36-month period, with no
minimum subscription obligation.
Subscription Agreement Key Terms
On any dates chosen at the discretion of the Company (Notice Date), the
Company may issue a Subscription Notice specifying the aggregate number of
shares that the Company wishes GGY to subscribe for (Subscription Amount),
provided that the aggregate number of shares shall:
- not exceed 700% of the average daily trading volume in the
Company's shares during the 15 trading days immediately preceding the
Subscription Notice; and
- when multiplied by 90% of the closing bid price on the trading day
prior to the relevant Notice Date, and added to the aggregate subscription
price of all the shares subscribed by GGY, that aggregate subscription price
amount does not exceed GBP20 million.
The subscription price payable by GGY to the Company (Subscription Price) will
be set over the period of 15 trading days following the Notice Date (Pricing
Period), based on 90% of the average of the share closing prices over the
Pricing Period (but ignoring trading days (Knockout Days) where the price is
less than a floor price specified by the Company, trading on the London Stock
Exchange is suspended or an material adverse has occurred).
Provided the final Subscription Price is more than the floor price, GGY will
be obliged to subscribe for a number of ordinary shares which is more than 50%
of the Subscription Amount and is entitled to subscribe for up to 200% of
Subscription Amount. GGY will then wire to the Company an amount equal to
the Subscription Price multiplied by the Subscription Amount. Upon receipt
of funds from GGY, the Company will then issue the relevant new ordinary
shares.
The Subscription Agreement is subject to customary warranties,
representations, and undertakings given by the Company, including in relation
to the Company having sufficient shareholder authority in place to issue
shares to GGY on the relevant dates.
In addition, GGY undertakes not to own at any time a number of shares with
voting rights exceeding 19.90% of the Company's issued share capital.
In consideration for entering into the Subscription Agreement, the Company
will pay GGY a fee of GBP400,000 within a period of 12 months from the date of
execution of the agreement.
Warrants
Upon execution of the Subscription Agreement, the Company will also issue
Warrants for GGY to subscribe for up to 3,000,000 ordinary shares at any time
during a period of three years from the date of issue at an exercise price
equal to GBP100, subject to customary adjustment mechanisms.
If the Company is unable to issue the Warrants, the Company is obliged to
indemnify GGY and pay the equivalent value of the Black Scholes value of any
unissued Warrants.
***ENDS***
PYX Resources Limited T: +852 3519 2860
Oliver B. Hasler, Chairman and Chief Executive Officer E: ir@pyxresources.com (mailto:ir@pyxresources.com)
WH Ireland Limited (Financial Adviser and Joint Broker) T: +44 (0)20 7220 1666
Harry Ansell / Katy Mitchell / Megan Liddell
St Brides Partners Ltd (Financial PR) E: pyx@stbridespartners.co.uk (mailto:pyx@stbridespartners.co.uk)
Ana Ribeiro / Isabel de Salis / Isabelle Morris
This announcement is authorised for release by Oliver B. Hasler, Chairman and
Chief Executive Officer.
About PYX Resources
PYX Resources Limited (NSX: PYX | LSE: PYX) is a producer of premium zircon
dual listed on the National Stock Exchange of Australia and on the Main Market
of the London Stock Exchange. PYX's key deposits, Mandiri and Tisma, are
large-scale, near-surface open pit deposits both located in the alluvium-rich
region of Central Kalimantan, Indonesia. PYX, whose Mandiri deposit has been
in production since 2015, is the 2nd largest publicly traded producing mineral
sands company by zircon resources globally. Determined to mine responsibly and
invest in the wider communities where we operate, PYX is committed to fully
developing its Mandiri and Tisma deposits, with the vision to consolidate the
mineral sands resources in Kalimantan and explore and acquire mineral sands
assets in Asia and beyond.
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