TIDMPYX
RNS Number : 4074I
PYX Resources Limited
02 December 2022
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, DIRECTLY OR 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.
***S ***
PYX Resources Limited T: +852 3519 2860
Oliver B. Hasler, Chairman and Chief E: ir@pyxresources.com
Executive Officer
WH Ireland Limited (Financial Adviser T: +44 (0)20 7220 1666
& Joint Broker)
Harry Ansell / Katy Mitchell / Megan
Liddell
St Brides Partners Ltd (Financial E: pyx@stbridespartners.co.uk
PR)
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.
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commission or other regulatory authority has approved or
disapproved the information contained in this Announcement.
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END
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