REG - PYX Resources Ltd. - US$2.5M Investment Drawdown

PYX ResourcesAnnouncement

02/12/2022 07:00

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RNS Number : 4074I  PYX Resources Limited  02 December 2022

 

 

 

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INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

 

2 December 2022

US$2.5M Investment Drawdown

 

PYX Resources Ltd (PYX or the Company) (NSX: PYX | LSE: PYX), the second
largest publicly listed zircon producing mining company globally by zircon
resources, is pleased to announce a further investment of US$2.5 million
("Advance Payment") by L1 Capital Global Opportunities Master Fund ("L1" or
"Investor") to accelerate the Company's previously announced plans to grow its
production volume at its Mandiri deposit and start planning operations at the
Tisma deposit.

 

As announced on 11 March 2022, PYX received an initial investment of US$4.5
million from the Investor for US$5 million worth of PYX shares ("Initial
Investment Subscription Amount") via a share placement ("Share Placement"). L1
is now investing an additional US$2.5 million in the Company in exchange for
US$2.78 million worth of PYX shares ("Additional Investment Subscription
Amount").

Following the additional investment, the total Subscription Amount of shares
to be issued to L1 will be US$6.73 million, calculated as the Initial
Investment Subscription Amount of US$5 million plus the Additional Investment
Subscription Amount of US$2.78 million, less the Subscription Notices issued
by L1 on 7 July 2022 and 7 October 2022 totalling US$1.05 million. The
Investor is able to specify the time(s) of issuance(s) of shares (the
"Placement Shares") no later than 24 months following the date of the
applicable funding date (unless extended pursuant to the agreement) to offset
the Subscription Amount. Each date on which shares are issued is a "Share
Issuance Date".

Details of L1's investment are as set out in the Company's announcement of 11
March 2022. The following variations to their agreement have since been made
by the Company and the Investor:

·    Additional Shares - The Company will issue 1,700,000 shares to the
Investor at the time of the funding of the Advance Payment of US$2.5m (the
Additional Shares). If any of these Additional Shares are not applied towards
the aggregate number of the Placement Shares to be issued by the Company,
after the obligations of the parties have been satisfied, the Investor must
make a further payment to the Company equal to the value of these shares
determined as 102% of the applicable Subscription Price at the time of the
payment.

·    Subscription Price - The Investor may elect to subscribe for the
Placement Shares at 95% of the average of 3 daily VWAPs over the 15 trading
days (on the applicable exchange) prior to the Share Issuance Date or 130% of
the average of 5 daily VWAPs over the 5 trading days immediately prior to the
relevant date of the Advance Payment.

·    Leak out - The Investor will not sell more than 40% of the monthly
trading volume in any month, provided that during the term the Investor may
not sell more than 30% of the aggregate trading volume during the term;

·    End Date - The term of the investment has been increased from 24 to
30 months.

 

Commenting on the financing, PYX Resources' Chairman and Chief Executive
Officer, Oliver B. Hasler, said: "PYX is very pleased that L1 remains
supportive by increasing its investment. The receipt of these funds enables us
to continue to deliver the next phase of our aggressive expansion strategy
focused on cementing our position as a key international supplier of premium
zircon and take advantage of the robust customer demand we are experiencing
for our high-grade product."

 

 

The Company will issue to L1 stock options equivalent to 40% of the relevant
Advance Payment Amount according to the terms of the 11 March 2022 Agreement.
The total number of options to be issued is 2,323,645 with an exercise price
of GBP 0.45 and expire three years from the applicable funding date.  The
issue of securities pursuant to the terms of the placing are within PYX's
existing capacity pursuant to NSX Listing Rule 6.25.

 

EAS Advisors, LLC, acting through Odeon Capital Group LLC, member of
FINRA/SIPC/MSRB/NFA, acted as the Company's advisor for the funding.

 

 

*** 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 & 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.

 

   CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

 

This Announcement contains forward-looking statements and forward-looking
information within the meaning of applicable Australian and UK securities
laws, which are based on expectations, estimates and projections as of the
date of this Announcement.

 

This forward-looking information includes, or may be based upon, without
limitation, estimates, forecasts and statements as to management's
expectations with respect to, among other things, the timing and amount of
funding required to execute the Company's exploration, development and
business plans, capital and exploration expenditures, the effect on the
Company of any changes to existing legislation or policy, government
regulation of mining operations, the length of time required to obtain
permits, certifications and approvals, the success of exploration, development
and mining activities, the geology of the Company's properties, environmental
risks, the availability of labour, the focus of the Company in the future,
demand and market outlook for precious metals and the prices thereof, progress
in development of mineral properties, the Company's ability to raise funding
privately or on a public market in the future, the Company's future growth,
results of operations, performance, and business prospects and opportunities.
Wherever possible, words such as "anticipate", "believe", "expect", "intend",
"may" and similar expressions have been used to identify such forward-looking
information.

 

Forward-looking information is based on the opinions and estimates of
management at the date the information is given, and on information available
to management at such time. Forward looking information involves significant
risks, uncertainties, assumptions and other factors that could cause actual
results, performance or achievements to differ materially from the results
discussed or implied in the forward-looking information. These factors,
including, but not limited to, fluctuations in currency markets, fluctuations
in commodity prices, the ability of the Company to access sufficient capital
on favourable terms or at all, changes in national and local government
legislation, taxation, controls, regulations, political or economic
developments in Indonesia and Australia or other countries in which the
Company does business or may carry on business in the future, operational or
technical difficulties in connection with exploration or development
activities, employee relations, the speculative nature of mineral exploration
and development, obtaining necessary licenses and permits, diminishing
quantities and grades of mineral reserves, contests over title to properties,
especially title to undeveloped properties, the inherent risks involved in the
exploration and development of mineral properties, the uncertainties involved
in interpreting drill results and other geological data, environmental
hazards, industrial accidents, unusual or unexpected formations, pressures,
cave-ins and flooding, limitations of insurance coverage and the possibility
of project cost overruns or unanticipated costs and expenses, and should be
considered carefully. Many of these uncertainties and contingencies can affect
the Company's actual results and could cause actual results to differ
materially from those expressed or implied in any forward-looking statements
made by, or on behalf of, the Company. Prospective investors should not place
undue reliance on any forward-looking information.

 

Although the forward-looking information contained in this Announcement is
based upon what management believes, or believed at the time, to be reasonable
assumptions, the Company cannot assure prospective purchasers that actual
results will be consistent with such forward-looking information, as there may
be other factors that cause results not to be as anticipated, estimated or
intended, and neither the Company nor any other person assumes responsibility
for the accuracy and completeness of any such forward-looking information. The
Company does not undertake, and assumes no obligation, to update or revise any
such forward-looking statements or forward-looking information contained
herein to reflect new events or circumstances, except as may be required by
law.

 

No stock exchange, regulation services provider, securities commission or
other regulatory authority has approved or disapproved the information
contained in this Announcement.

 

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