Battery Mineral Resources Corp. has announce that it has closed a third tranche (the “Third Tranche”) of its non-brokered private placement of 8% unsecured convertible debentures (the “Debentures”) previously announced in other Company’s news releases. The offering is expected to close on or around March 31, 2022.
Gross proceeds for the Third Tranche total C$3,865,900. Together with the first tranche of the Offering, which closed on January 24, 2022, for gross proceeds of C$3,250,000, and the second tranche of the Offering, which closed on February 14, 2022, for gross proceeds of $698,960, the Company raised an aggregate of C$7,814,860 under the Offering.
The proceeds from the initial proceeds of C$5 million of the Debentures will be used to fund an extension of the successful 2021 phase 1 exploration drilling program at the Company’s recently acquired Punitaqui copper project in Chile (“Punitaqui”) and for general working capital purposes. Proceeds from the additional C$5 million generated from the previously announced upsizing of the Debentures are intended to be used to re-commence operations at Punitaqui. The Company is currently exploring interest from parties to supply the balance of the cost, estimated at C$20 million, via additional and non-dilutive avenues.
Battery CEO Martin Kostuik on the offering and the Punitaqui project: “BMR is charging ahead towards copper production in a very robust copper market. This round of financing is a great show of confidence in our path forward and provides the means to reach our next milestone. We are a battery metal and electrification-focused company, and remain excited about this sector of the global economy with copper reaching new highs and the widening gap between demand and supply continues. We look forward to updating the market and shareholders on further advancement of the Punitaqui mine we progress towards a potential near-term resumption of operations and cashflow at Punitaqui.”
As previously announced, the Debentures will mature on the date (the “Maturity Date”) that is three years from the date of issuance. The Debentures will bear interest at 8% per annum, payable annually on the anniversary of the issue date. The holder of any Debenture may, at its option, at any time from six months from the date of issuance, and prior to the close of business on the business day immediately preceding the Maturity Date, convert all, but not less than all, of the principal amount of such Debenture into common shares of the Company at the conversion price of C$0.65 per share.
An insider of the Company subscribed for the Debenture issued pursuant to the Third Tranche and such subscription is considered a “related party transaction” within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the subject matter of, nor the fair market value of the consideration for the debentures issued to the insider exceeds 25% of the Company’s market capitalization. The Company did not file a material change report 21 days prior to the Third Tranche closing date because the Company wished to complete the private placement as soon as commercially possible.
The Debentures offered will be subject to a statutory hold period of fourth months and one day from the date of issuance. Closing of the offering is subject to receipt of TSX Venture Exchange approval.