Sprott Resource and Adriana Resources Announce TSX Venture Exchange Acceptance of Pricing of $15 Million Private Placement
TORONTO, Dec 1, 2016 - Sprott Resource Corp. ("SRC") (TSX:SCP) and Adriana Resources Inc. ("ADI") (TSX VENTURE:ADI) are pleased to announce that ADI has received TSX Venture Exchange acceptance with respect to the pricing of the private placement financings (the "Private Placements") to be completed concurrently with the closing of the proposed business combination of SRC and ADI (the "Transaction") previously announced on November 29, 2016. Pursuant to the Private Placements (i) Sprott Inc. will invest $10 million in ADI common shares at a price of $0.233 per share; and (ii) a fund managed by a subsidiary of Sprott Inc., together with Term Oil Inc., will invest an aggregate of $5 million in units of ADI (each unit to be comprised of one ADI common share and one warrant with each warrant having a five year term and a strike price of $0.333 per share) at a price of $0.25 per unit. If, after the fourth months following the closing date of the Transaction, the weighted average trading price of the common shares of ADI for any 45 consecutive trading day period is greater than C$0.583 per share, the expiry date of the warrants may be accelerated by ADI providing a notice to holders of the outstanding warrants whereupon the expiry date shall become the 30th day following the date on which such notice is provided.Completion of the Private Placements remains subject to satisfaction of the listing conditions of the TSX Venture Exchange.
About Sprott Resource Corp.
SRC is a publicly-listed private equity firm focused on the natural resource sector. The company currently has investments in energy production and services, mining and agriculture. SRC creates value for its investors by applying a disciplined investment process to deploy capital while managing risk within highly cyclical sectors. SRC is a business builder that is committed to being a value-added partner with proven management teams. SRC supports its investments through active management and the provision of long-term capital, as well as strategic, financial and governance oversight. Founded in 2007, the Company is based in Toronto, Canada and is managed by an experienced team of private equity specialists, supported by the technical and investment resources of Sprott Inc. and its subsidiaries and affiliates. Management of SRC is dedicated to generating long-term superior returns on capital for its shareholders, while focusing on risk management and real wealth preservation. To learn more, please visit www.sprottresource.com.
About Adriana Resource Inc
Adriana Resources Inc. owns 40% of the Lac Otelnuk iron ore project in Northern Quebec. Adriana's 60% joint venture partner in Lac Otelnuk Mining Ltd. ("LOM JV") is WISCO International Resources & Investment Limited, a subsidiary of Bao Wu Steel Ltd. In April 2015, the LOM JV published a NI43-101 compliant Technical Report on the feasibility of the Lac Otelnuk project. Adriana reported a cash position of $28.6 million as at September 30, 2016. The LOM JV project is currently on care and maintenance, and the JV has a cash position of $7.9 million as of September 30, 2016. Adriana has a Board of Directors and management team with extensive experience in the resource sector and has been undertaking a strategic review of opportunities to create shareholder value while the LOM JV project is on care and maintenance.
Forward-Looking Information and Statements
Certain statements in this press release contain forward-looking information (collectively referred to herein as the "Forward-Looking Statements") within the meaning of applicable securities laws including, but not limited to, statements about; the completion of the proposed Transaction and Private Placements and similar statements concerning anticipated future events, results, circumstances, performance or expectations, that reflect management's current expectations and are based on information currently available to management of SRC, ADI and their respective subsidiaries.
Forward-Looking Statements are based on a number of expectations or assumptions which have been used to develop such statements and information but which may prove to be incorrect. Although SRC and ADI believe the expectations and assumptions reflected in such Forward-Looking Statements are reasonable, undue reliance should not be placed on Forward-Looking Statements because SRC can give no assurance that such expectations and assumptions will prove to be correct. The Forward-Looking Statements included in this news release are not guarantees of future performance and should not be unduly relied upon. Such information and statements, including the assumptions made in respect thereof, involve known and unknown risks, uncertainties and other factors, which may cause actual results or events to differ materially from those anticipated in such Forward-Looking Statements, including, but not limited to, a failure to obtain necessary securityholder, regulatory, court and other third party approvals, or to otherwise satisfy the conditions to the Transaction, in a timely manner, or at all. The foregoing factors are not exhaustive. Additional information on other factors that could affect the operations or financial results of SRC, ADI and the combined company are included in reports on file with applicable securities regulatory authorities, including, but not limited to, those listed under the heading "Risk Factors" in SRC's annual information form dated March 4, 2016 and those listed under the heading "Risks and Uncertainties" in ADI's Management's Discussion and Analysis for the Year Ended December 31, 2015 dated February 26, 2016. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the Forward-Looking Statements prove incorrect, actual results, performance or achievements could vary materially from those expressed or implied by the Forward Looking Statements contained in this news release.
The Forward-Looking Statements contained in this news release speak only as of the date of this news release, and each of SRC and ADI do not assume any obligation to publicly update or revise any of the included Forward-Looking Statements, whether as a result of new information, future events or otherwise, except as may be expressly required by applicable securities laws.
Neither the Toronto Stock Exchange nor the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
Contact
Sprott Group of Companies
Glen Williams, Director of Communications
416-943-4394
gwilliams@sprott.com
Adriana Resources Inc.
Michael Harrison, Chief Executive Officer
416-363-2200
mharrison@adrianaresources.com
