GREAT WESTERN MINERALS GROUP ANNOUNCES PRICING OF US$80 MILLION CONVERTIBLE BOND FINANCING
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES March 16, 2012 - Saskatoon, Canada: Great Western Minerals Group Ltd. ("GWMG" or the "Company", TSX:V - GWG), today announced that GMP Securities L.P. and ISM Capital LLP, as co-lead agents, along with Byron Capital Markets Ltd. (collectively, the " Agents") have priced the offering ("Offering") of secured convertible bonds (the " Bonds"), as announced on March 14, 2012, in the amount of US$80 million. In addition, the Agents have been granted an option to increase the size of the Offering by up to an additional US$10 million at any time at least two days prior to closing and settlement of the Offering.
The Bonds will bear interest at the rate of 8%, will become
due five years from the date of issuance and will be
convertible into common shares of GWMG ("GWMG
Shares") at a conversion rate of C$0.66 per share,
representing a premium of 20% relative to the closing share
price of C$0.55 per share on the TSX Venture Exchange on
March 14,
2012. The closing and settlement of the Offering is
anticipated to take place on or about April 5, 2012.
GWMG President and Chief Executive Officer Jim Engdahl said,
"The successful pricing of this financing is an
important achievement for GWMG. It is particularly gratifying
that the Offering has been so well received, conveying a high
degree of confidence in the future of our Company. According
to our Company's most recent estimates and in
the opinion of GMWG management, this financing enables GWMG
to construct the mixed rare earth chloride and separation
plants for Steenkampskraal and provide the National
Instrument 43-101 technical report. This is a pivotal moment
for GWMG."
Additionally, GWMG announced today that CEO and President Jim
Engdahl has recommended to the Board of Directors (the
"Board") of GWMG that a transition process be put
in place to recruit and select a new Chief Executive Officer
for the Company. The Board has accepted that recommendation
and has authorized Mr. Engdahl to begin the recruitment and
selection process.
Jim Engdahl stated, "I believe it is in the best
interests of GWMG at this time to commence a process that
sees an orderly transition to the appointment of a new CEO.
GWMG is about to make the considerable leap to being what I
believe will be one of the most fully integrated rare earth
producers in the world. My stated objective was to position
the Company for rapid growth with an integrated model and on
a fully funded basis. This has now been achieved."
Gary Billingsley, Executive Chairman of GWMG added: "Jim
has guided GWMG from being a junior rare earth exploration
company, to its current status where it is poised to become
one of the few integrated rare earth producers in the world.
We have reluctantly accepted Jim's proposed
transition."
Great Western Minerals Group Ltd. is an integrated Rare
Earths processor. Its specialty alloys are used in the
battery, magnet and aerospace industries. Produced at the
Company's wholly owned subsidiaries Less Common Metals
Limited in Birkenhead, U.K. and Great Western Technologies
Inc. in Troy, Michigan, these alloys contain aluminum,
nickel, cobalt and Rare Earth Elements. As part of the
Company's vertical integration strategy, GWMG also holds
100% equity ownership in Rare Earth Extraction Co. Limited,
which owns a 74% equity interest in the Steenkampskraal Mine.
In addition to an exploration program at Steenkampskraal,
GWMG also holds interests in four active Rare Earth
exploration and development properties in North America.
In addition, in connection with the Offering, the Company has
agreed to use reasonable commercial efforts to consolidate
its common shares on a 5 to 1 basis, or such other ratio as
the Company may determine, subject to shareholder and
regulatory approval.
For further information, please contact Dwight Percy, Manager
of Investor Relations at (306) 659-4516. Email inquiries
should be made to info@gwmg.caand the
company website is located at www.gwmg.ca. Inquiries by direct
mail should be addressed to Great Western Minerals Group
Ltd., 219 Robin Crescent, Saskatoon, SK S7L 6M8.
Neither 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 release.
The securities described in this press release have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. This press release is for information purposes only and 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.
Certain information set out in this News Release constitutes forward-looking information. Forward-looking statements (often, but not always, identified by the use of words such as "expect", "may", "could", "anticipate" or "will" and similar expressions) may describe expectations, opinions or guidance that are not statements of fact and which may be based upon information provided by third parties. Forward-looking statements are based upon the opinions, expectations and estimates of management of GWMG as at the date the statements are made and are subject to a variety of known and unknown risks and uncertainties and other factors that could cause actual events or outcomes to differ materially from those anticipated or implied by such forward-looking statements. Those factors include, but are not limited to the successful completion of the Offering, the construction, commissioning and
operation of the proposed monazite processing facility and separation facility, mine refurbishment activities, reliance on third parties to meet projected timelines, the results of the exploration program at Steenkampskraal, completion of a resource estimate and commencement of production at Steenkampskraal, satisfaction of the conditions precedent with respect to GWMG's offtake agreement, receipt of all required approvals (including those relating to the commencement of production at the Steenkampskraal mine, environmental matters, water and land use) and risks, uncertainties and other factors that are beyond the control of GWMG, risks associated with the industry in general, commodity prices and exchange rate changes, operational risks associated with exploration, development and production operations, delays or changes in plans, risks associated with the uncertainty of reserve or resource estimates, health and safety risks and the uncertainty of estimates and projections of production, costs and expenses. In light of the risks and uncertainties associated with forward-looking statements, readers are cautioned not to place undue reliance upon forward-looking information. Although GWMG believes that the expectations reflected in the forward-looking statements set
out in this press release or incorporated herein by reference are reasonable, it can give no assurance that such expectations will prove to have been correct. The forward-looking statements of GWMG contained in this News Release, or incorporated herein by reference, are expressly qualified, in their entirety, by this cautionary statement and the risk factors contained in GWMG's current annual information form available wawtw.sedar.com.
distributed by | This press release was issued by Great Western Minerals Group Ltd. and was initially posted at http://www.gwmg.ca. It was distributed, unedited and unaltered, by noodls on 2012-03-16 15:46:39 PM. The issuer is solely responsible for the accuracy of the information contained therein. |