Aldebaran Resources Inc. (“Aldebaran” or the “Company”), is pleased to announce that it has increased the size of its previously announced non-brokered private placement (the “Private Placement”) from $17,468,604 to $19,228,604. Upon closing of the Private Placement, the Company will issue 8,528,756 common shares (“Common Shares”) at $1.01 per Common Share and 1,962,000 Common Shares at $0.88 per Common Share to a wholly-owned subsidiary of South32 Limited. The Company will issue a total of 10,100,000 Common Shares at $0.88 per Common Share to Route One Investment Company LLC (“Route One”) and to management of the Company.
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In addition, the Company is pleased to announce a concurrent non-brokered private placement financing of up to 1,000,000 Common Shares at a price of $0.88 per Common Share pursuant to the listed issuer financing exemption (the “LIFE Financing”). The Company expects to raise gross proceeds of $880,000 under the LIFE Financing.
The Company expects to raise aggregate gross proceeds of up to $20,108,604 under the Private Placement and LIFE Financing. Net proceeds from the Private Placement and the LIFE Financing will be used to advance the Altar copper-gold project located in San Juan, Argentina, and for general corporate purposes. Both the Private Placement and the LIFE Financing are expected to close in September 2023, subject to various conditions, including approval of the TSX Venture Exchange. No finder’s fee is payable in connection with the Private Placement. The Company may pay registrants and eligible finders who introduce investors that participate in the LIFE Financing a cash commission of 4% of gross proceeds raised from investors introduced by such registrants or finders.
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Route One is a control person of the Company. Accordingly, the participation of management and Route One in the Private Placement constitutes a related party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is exempt from the formal valuation and minority approval requirement under MI 61-101 as the fair market value of insider participation in the Private Placement does not exceed more than 25% of the market capitalization of the Company, as set forth in Sections 5.5(a) and 5.7(1)(a) of MI 61-101.
The Company will not file a material change report more than twenty-one (21) days before the expected closing date of the Private Placement, as the details of the Private Placement were not finalized until September 6, 2023, and the Company wishes to close the Private Placement as soon as practicable.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of, nor a solicitation for offers to buy, any securities in the United States. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the issuer and its management, as well as financial statements.
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