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Highlights:
Exploration at high-grade Amizmiz gold property in Morocco planned to begin in October
Financing increased from C$7.5M to C$15M due to strong investor demand
Directors and officers investing C$2.2M in financing; Aya to invest C$1M
Aya will own 44% of Mx2 following completion of financing and acquisition
Strong leadership and board comprised of key personnel from Aya, Red Back, Orca and Montage
TORONTO, Oct. 01, 2024 (GLOBE NEWSWIRE) -- Mx2 Mining Inc. ("Mx2" or the "Company") is pleased to announce that it has launched a brokered private placement comprised of 3.12 million common shares of the Company (the "Common Shares") and 26.88 million subscription receipts (the "Subscription Receipts", and together with the Common Shares, the "Offered Securities") at an issue price of C$0.50 per Offered Security for aggregate gross proceeds of approximately C$15 million (the "Offering"). Each Subscription Receipt will entitle the holder to receive one Common Share upon the satisfaction of the Escrow Release Conditions (as defined below). Due to significant investor demand, the Offering has been increased from C$7.5 million as previously announced by Aya Gold & Silver Inc. ("Aya") on September 12, 2024.
Adam Spencer, President and CEO of Mx2, commented: "We are thrilled by the overwhelming interest in the initial financing for Mx2, which led us to double its size from C$7.5 million to C$15 million. The strong support from investors, many of whom were early backers of Red Back Mining, Orca Gold, Montage Gold, and Aya, speaks to the strength of our team and the exciting potential for Mx2.
"I'm pleased to be working closely again with Rick Clark, whose proven track record in Mauritania and deep relationships across North Africa will be invaluable as we advance Mx2's strategy. Together with the expertise of Benoit La Salle and the Aya team, who have achieved outstanding results in Morocco, I'm confident that Mx2 is well-positioned to deliver significant value to our shareholders as we grow into a leading diversified gold company."
Rick Clark, Executive Chairman of Mx2, commented: "I am excited to embark on this compelling new venture with Aya and its impressive team. The quality of this partnership combined with the North African assets has brought back together the management and operations teams from Red Back Mining, Orca Gold, and Montage Gold to collaborate with Aya in developing a new gold-focused initiative in North Africa. With our track record of geological success and strong historic support from financial markets, we are confident in delivering early rewards for our shareholders in this robust precious metals market."
FORMATION OF Mx2 MINING AND TRANSACTIONS WITH AYA GOLD & SILVER
As previously announced by Aya on September 12, 2024, the Company has signed a series of non-binding term sheets in relation to the acquisition of the Amizmiz Gold Project ("Amizmiz") in the Kingdom of Morocco and an option to acquire the Tijirit Gold Project ("Tijirit") in the Islamic Republic of Mauritania (the "Transactions").
Upon closing of the Transactions, Mx2 will issue to Aya 20 million Common Shares and Aya has agreed to invest C$1 million in the Offering for an additional 2 million Common Shares upon conversion of the Subscription Receipts. Upon Completion of the Transactions and Offering, Aya will own 44% of Mx2 and will have the right to nominate two members to the board of directors of Mx2. The Transactions are expected to close in Q4 2024, at which time the net proceeds from the Subscription Receipt portion of the Offering will be released from escrow and each Subscription Receipt will be automatically converted into one Common Share. The resulting capital structure of Mx2 will consist of 50 million Common Shares, each issued at C$0.50 per Common Share.
Upon completion of the Transaction, Mx2 will be the 100% owner of the Amizmiz Gold Project and hold an exclusive option to acquire Aya's 75% interest in the Tijirit Gold Project. The term of the option to acquire Tijirit is three years during which Mx2 will cover annual expenditures.
Mx2 BOARD OF DIRECTORS
It is expected that the board of directors of Mx2 will be seven individuals, five of whom have been recently appointed, including: Richard P. Clark as Executive Chairman, Adam Spencer, Hugh Stuart, David Field and Anu Dhir. Upon completion of the Transactions, Benoit La Salle and Ugo Landry-Tolzszcuk will be appointed to the board of directors as the nominees of Aya.
About Richard P. Clark: Executive Chairman
Mr. Clark has a long and highly successful track record in the mining industry including Red Back Mining Inc. where while President and CEO he led Red Back to become an intermediate gold producer. Mr. Clark successfully guided Red Back through all facets of growth including discovery, feasibility, financing and production coupled with successful corporate acquisitions culminating in the sale of Red Back to Kinross Gold Corporation in late 2010 for US$7.1 billion. In addition to his success at Red Back, Mr. Clark was instrumental in the discovery and feasibility of the Block 14 Gold Project in Sudan through Orca Gold, which was acquired by Perseus Mining in 2022 and the discovery and feasibility of the Koné Gold Project in Côte d'Ivoire through Montage Gold. Mr. Clark has a geological background, was formerly a lawyer and is a CGIC / ICSA Accredited Director.
About Benoit La Salle: Incoming Director
Benoit La Salle was appointed President & CEO of Aya Gold & Silver in April 2020, bringing with him over 25 years of experience in developing and operating responsible mining companies in West Africa based on community empowerment. In 1995, Benoit founded Canadian-based SEMAFO Inc. It grew from a junior explorer to a 250,000-plus ounce-per-year gold producer in West Africa, establishing SEMAFO Foundation in 2008 to support local communities. Since 2010, he has held board positions at six public companies in addition to founding three West African-focused exploration companies and one privately held power producer. An active contributor to the non-profit sector, Mr. La Salle is a former board director and Chair of Plan International Canada and has been Chairman of the Board of The Canadian Council on Africa since 2013.
A fellow Chartered Accountant, Mr. La Salle is also a member of the Ordre des comptables professionels agréés du Québec. He holds a Bachelor of Commerce degree from McGill University and a Master of Business Administration degree from IMEDE, Switzerland.
About Hugh Stuart: Director
Mr. Stuart is a professional geologist with over 35 years of international experience in mineral exploration. During his career, Mr. Stuart has been instrumental in the discovery of over 38 million ounces of gold in Africa, through the grassroots discovery of three gold deposits and the significant growth of two pre-existing gold deposits in Africa. From 1994 to 2001, Mr. Stuart worked for Ashanti Goldfields Inc. and led the team responsible for the discovery of the multi-million ounce Geita gold deposit in Tanzania. The Geita gold deposit entered production in 2000 and is currently owned by Anglogold Ashanti and is one of its flagship mines today. In 2003, Mr. Stuart joined Red Back Mining and for 7 years he led the exploration teams responsible for significant growth in Mineral Resources at the Chirano gold deposit in Ghana and the Tasiast gold deposit in Mauritania, both of which are significant multi-million ounce gold deposits that are currently in production. While with Orca Gold, Mr. Stuart was responsible for the grassroots discovery of the multi-million ounce Block 14 Gold Project located in Sudan and the multi-million ounce Koné deposit at the Koné Gold Project in Côte d'Ivoire.
About Adam Spencer: President, CEO and Director
Adam Spencer has 20 years of experience in the mining industry, with a strong background in both mining capital markets and executive leadership. Early in his career, Adam worked as an investment banker, providing strategic advice, raising capital, and executing M&A transactions totaling several billion dollars for small and mid-sized mining companies. Following his banking career, he held a senior role in corporate development at Sandstorm Gold Royalties, where he led the deployment of over half a billion dollars in investments and gained extensive expertise in project finance, royalty and streaming acquisitions, and debt structuring.
In 2019, Adam joined Montage Gold during its formation, serving as Executive Vice President and successfully executing corporate finance and investor relations activities until his departure in May 2024. During his tenure at Montage, the company grew the Koné Gold Project from an initial inferred resource of approximately 1Moz to over 5Moz, completed several equity financings, advanced to definitive feasibility, and achieved significant regional consolidation, positioning Montage as one of the premier development-stage companies in West Africa today.
About David Field: Director
David Field, BEc (H) / BSc ANU Australia, has had 25 years' participation in the capital markets and a wealth of experience in evaluating, investing and financing mining projects globally. Mr. Field spent 10 years at Australia's largest retail fund manager, Bankers Trust Financial Group, as head of their Global Basic Materials Group before joining Carmignac Gestion, the largest boutique fund manager in continental Europe. While at Carmignac Gestion, Mr. Field ran a US$ 2 billion mining fund and invested more than US$ 10 billion of the firm's funds under management in the commodities sector globally before his departure in late 2014.
About Anu Dhir: Director
Anu Dhir has over 22 years' experience in the resources sector, most recently, as a co-founder and executive of ZinQ Mining, a private base and precious metals company which focuses on the Latin American Region. Prior to ZinQ Mining, Anu was Vice President, Corporate Development and Corporate Secretary at Katanga Mining Limited. Anu currently serves as a non-executive director on the Board of TSX-listed Montage Gold Corp., TSX/NYSE-listed Taseko Mines Limited and LSE-listed Capital Limited. Anu is a graduate of the General Management Program (GMP) at Harvard Business School and has a law degree (Juris Doctor) from Quinnipiac University and a Bachelor of Arts (BA) from the University of Toronto.
About Ugo Landry-Tolzszcuk: Incoming Director
Ugo is a mining executive with more than 15 years of progressively senior finance and operations expertise in the mining, energy and tech industries.
Currently, Ugo is Chief Financial Officer of Aya Gold & Silver. The former President and Chief Operating Officer of TSXV-listed SRG Mining, Mr. Landry-Tolzszcuk also served as director of operations for Windiga Energy, which develops, owns, and operates renewable energy power plants in Africa. He also brings experience from the technology industry, having previously worked at Research in Motion (today Blackberry), ATI Technologies (today AMD) and Distech Controls (today Acuity Brands).
A CFA charter holder, Ugo holds a bachelor's degree of applied science in computer engineering, management science option, from the University of Waterloo.
BROKERED PRIVATE PLACEMENT OFFERING
The Company has entered into an agreement with Eight Capital, as lead agent and sole bookrunner (the "Lead Agent"), on behalf of a syndicate of agents including Beacon Securities Limited and Raymond James Ltd. (collectively, the "Agents"), to act as its placement agents in connection with the Offering.
The net proceeds of the Offering will be used for exploration activities on the Amizmiz and Tijirit properties, for working capital and for general corporate purposes.
The gross proceeds of the sale of Subscription Receipts, net of the reasonable costs and expenses of the Agents (the "Net Escrowed Funds"), shall be deposited in escrow on the closing of the Offering. The Net Escrowed Funds will be released from escrow to the Company upon the completion or the satisfaction of all material conditions precedent to the Transactions, including for certainty the receipt of all required regulatory approvals, as well as certain other standard conditions (the "Escrow Release Conditions").
In the event that the Escrow Release Conditions are not satisfied on or before the date that is 180 days following the closing of the Offering, the Net Escrowed Funds together with accrued interest earned thereon will be returned to the subscribers of the Subscription Receipts and the Subscription Receipts will be cancelled. To the extent that the Net Escrowed Funds are insufficient to refund 100% of the purchase price of the Subscription Receipts to the subscribers, the Company shall be responsible for any shortfall. Proceeds from the sale of the Common Shares will not be subject to any escrow. The Subscription Receipts and the Common Shares will be subject to an indefinite hold period pursuant to Canadian securities laws.
The Offered Securities have not been and will not be registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirement. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
DESCRIPTION OF MINERAL PROPERTIES
Amizmiz Gold Project
Amizmiz is a gold-bearing exploration property located in the Western High Atlas Mountains of Morocco, 55 kilometers south-southwest of Marrakech. Covering 17 km², the property is held within a mining permit valid until 2029.
Between 1999 and 2011, exploration work was conducted by previous owners on the Amizmiz property, including mapping, trenching, and channel sampling, which identified 57 mineralized showings. In 2009, magnetic and IP/resistivity geophysical surveys were carried out, leading to the selection of drill targets. Subsequently, a 6,000-meter core drilling program was completed on these identified zones. ...
