NOT FOR PUBLICATION OR DISTRIBUTION, DIRECT OR INDIRECT, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, NEW ZEALAND, HONG KONG, JAPAN, CANADA, SWITZERLAND, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
The Board of Directors of Auriant Mining AB (publ) ("Auriant Mining" or the "Company”) has prepared a prospectus regarding the rights issue that was announced on 28 June 2017. The prospectus has been approved and registered by Finansinspektionen. The prospectus is now available on the Company’s website (www.auriant.com) and on Mangold’s website (www.mangold.se) and will be available on Finansinspektionen’s website (www.fi.se). New information regarding the Company’s profit forecast has also been released.
Summary of the rights issue
· In the rights issue no more than 71,209,716 new shares can be issued, which would amount to approximately 178 MSEK.
· The subscription period will be 23 August – 8 September 2017 with a subscription price of 2.50 SEK per share. If the rights issue is fully subscribed Auriant Mining will receive approximately 85 MSEK in cash before transaction costs and approximately 93 MSEK of debt will be set off.
· The rights issue is underwritten to 80 per cent through a subscription commitment from the main owner, Bertil Holdings Ltd. and external subscription guarantee agreements.
· One (1) existing share entitles the holder to one (1) subscription right. One (1) subscription right entitles the holder to subscribe for four (4) offer shares.
· For every one (1) subscribed and allotted share in the Offering the subscriber will receive one (1) warrant free of charge that will entitle the holder of the warrant to subscribe for one (1) new share.
· The exercise period for the warrants will be between 19 March and 30 March 2018.
· The strike price of the warrants will be the VWAP (Volume Weighted Average Price) of Auriant Mining’s share 10 days prior to the exercise period of the warrants with a discount of 25 per cent, with a minimum strike price of 2.50 SEK and a maximum strike price of 3.50 SEK.
Indicative timetable for the offering
|
23 August – 6 September 2017 23 August 2017 |
Trading period for the subscription rights Trading starts in intermediary shares (BTA) |
| 23 August – 8 September 2017 | The subscription period for the offering |
| 12 September 2017 | Announcement of the outcome of the offering |
| Week 38 | Last day of trading in the Intermediary Shares on Nasdaq First North Premier Sweden |
| 19–30 March 2018 | Exercise period for the warrants |
Profit forecast
In connection with the publication of the prospectus regarding the Company’s rights issue, the Company has chosen to publish a more detailed profit forecast with additional information regarding revenues and costs compared to the profit forecast communicated on 28 June 2017. However the profit forecast is based on the same assumptions as the previously announced forecast with an EBITDA for 2017 of approximately 14 MUSD.
| KUSD | 2017 | 2016 |
| Total revenues | 38,287 | 43,080 |
| Cost of sales | -30,139 | -25,962 |
| Other operation costs, including depreciation, amortization and write downs | -1,273 | -2,002 |
| Operating profit/(loss) | 6,875 | 15,416 |
| Depreciation, amortization and write downs | -6,837 | -6,588 |
| EBITDA | 13,712 | 22,004 |
Advisers
Mangold Fondkommission AB is acting as financial adviser to the Company. Advokatfirman Westermark Anjou AB is acting as the legal adviser to the Company on aspects related to the Swedish law and CIS London & Partners LLP is acting as the legal adviser on aspects related to the Russian law.
For more information, please contact:
Sergey Ustimenko, CEO
tel: +7 495 660 22 20
e-mail: sergey.ustimenko@auriant.com
Company name: Auriant Mining AB
Short name: AUR
ISIN-code: SE0001337213
Website: www.auriant.com
Twitter: @auriantmining
Auriant Mining AB (AUR) is a Swedish junior mining company focused on gold exploration and production in Russia, primarily in Zabaikalye and the Republics of Khakassia and Tyva. The company has currently four assets, including one operating mine (Tardan), one early stage exploration asset and two development assets.
Since July 19, 2010, Auriant Mining´s shares are traded on First North Premier at the NASDAQ OMX Nordic Exchange under the short name AUR. For more information please visit www.auriant.com. Mangold Fondkommission is Certified Adviser to Auriant, for more information please call +46 8 503 015 50 or visit www.mangold.se.
This information is information that Auriant Mining AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 18:35 CET on 22 August 2017.
Cautionary Statement: Statements and assumptions made in this press release with respect to Auriant Mining AB’s (“AUR”) current plans, estimates, strategies and beliefs, and other statements that are not historical facts, are forward-looking statements about the future performance of AUR. Forward-looking statements include, but are not limited to, those using words such as "may", "might", "seeks", "expects", "anticipates", "estimates", "believes", "projects", "plans", strategy", "forecast" and similar expressions. These statements reflect management's expectations and assumptions in light of currently available information. They are subject to a number of risks and uncertainties, including, but not limited to, (i) changes in the economic, regulatory and political environments in the countries where AUR operates; (ii) changes relating to the geological information available in respect of the various projects undertaken; (iii) AUR’s continued ability to secure enough financing to carry on its operations as a going concern; (iv) the success of its potential joint ventures and alliances, if any; (v) exchange rates, particularly between the Russian rouble and the U.S. dollar. In the light of the many risks and uncertainties surrounding any gold production and exploration company at an early stage of its development, the actual results could differ materially from those presented and forecast in this report. AUR assumes no unconditional obligation to immediately update any such statements and/or forecasts
This press release does not constitute an offer to subscribe for shares in AUR, and shall not, directly or indirectly, be released, published or distributed in or to the United States, Australia Japan, Canada, New Zealand, Hong Kong, South Africa or other country where such action as a whole or in part is subject to legal restrictions. Nothing in this press release should be considered as an offer to invest or otherwise trade in shares of Auriant Mining AB (publ). The proposed issue will not be directed at residents or those living in the United States, Australia, Japan, Canada, New Zealand, Hong Kong, South Africa or other country where such action would require further prospectus, other offering documentation, registration or other measures beyond those required by Swedish law. No securities will be registered under the United States Securities Act of 1933, a similar law in any state in the United States, or under any provincial law in Canada, nor under the applicable law of another country.
