Theta Gold Mines Ltd (ASX:TGM) has secured bond and equity funding for a total of A$10.6 million to support environmental and water studies, approvals, early trial mining and bulk sampling programs, as well as to progress the Beta/Frankfurt/CDM mines’ DFS and potentially deliver mineral reserve upgrades at the TGME Gold Project in South Africa.
The funding comprises a A$6 million secured bond from Delphi AG and Deutsche Balaton backed investment company 2InvestAG and a two-tranche, A$3.126 million equity placement to 2Invest AG and various Australian and overseas sophisticated and professional investors.
It also includes a shareholder purchase plan of up to A$1.5 million with up to A$1 million to be underwritten by 2Invest AG.
Indicative timetable
Theta chairman Bill Guy said: “Backed by Delphi AG, 2Invest AG is the first large European fund to make a significant investment in Theta.
“We thank 2Invest AG for its support, confirming Theta meets its investment thesis.
“I am currently in South Africa onsite with our management team to review next phase of mine development in order to put the capital to good use for all shareholders.
“We welcome 2Invest AG as a new strategic financier and also thank all other new and existing domestic and international investors for their support as we advance into a very exciting growth phase for the Company in a significant gold field.”
Secured bond
The secured bond comprises of 15 ‘bearer partial bonds’, each of face value at $400,000 with the full principal repayment due by January 31, 2023, which is secured:
- Overall present and future dividends, distributions, sale proceeds, liquidation proceeds and other payments received by the Company’s South African subsidiary, Transvaal Gold Mining Estates Limited (South Africa) (Transvaal); and
- By way of a grant of an option right to 2Invest AG to acquire all present and future shares in Transvaal.
Placement – 2Invest AG
Theta has entered into a subscription agreement with 2Invest AG to raise up to $2,500,000.
The first tranche of the placement will comprise of 4,761,906 shares with 2,380,953 options (exercisable at 0.26 cents on or before December 17, 2021) and 2,380,953 options (exercisable at 0.40 cents on or before September 30, 2023).
The second tranche of the placement will comprise of 2,380,952 shares with 1,190,476 options (exercisable at 0.26 cents on or before December 17, 2021) and 1,190,476 options (exercisable at 0.40 cents on or before September 30, 2023) and the third tranche will comprise of up to 4,761,906 shares with 2,380,953 options (exercisable at 0.26 on or before December 17, 2021) and 2,380,953 options (exercisable at $0.40 on or before September 30, 2023).
Placement – equity raise
In addition to the first tranche placement to 2Invest AG, Theta secured an additional $1,626,000 equity raising (before cost) through issuing of 7,671,430 shares along with 3,835,715 options (exercisable at 0.26 cents on or before December 17, 2021) and 3,835,715 options (exercisable at 0.40 cents on or before September 30, 2023) to various Australian and overseas sophisticated and professional investors.
Sydney based Viriathus Capital Pty Ltd (ASFL: 297950) acted as Financial Advisor to the company.
Share purchase plan
Theta wishes to reward loyal shareholders by conducting a share purchase plan (SPP) to raise up to $1,500,000 (before costs) on the same terms as the placement.
The SPP is available for all existing shareholders with the registered address in Australia or New Zealand to apply for shares by participating in a SPP- participation in the SPP is optional.
It will provide each eligible shareholder with the opportunity to apply for up to $30,000 worth of shares at the same issue price as under the placement, being 0.21 cents per share.