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ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")
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COMPANY NAME:
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Allana Potash Corp. ("Allana" or the "Company")
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COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :
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65 Queen Street West, Suite 805, P.O. Box 75, Toronto, ON M5H 2M5, Canada
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COUNTRY OF INCORPORATION:
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The Company was incorporated under the Business Corporations Act (Alberta) with registered number 1755003 but on 21 December 2007, pursuant to Articles of Continuance, the Company continued to Ontario and discontinued in Alberta.
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COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
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www.allanapotash.com
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COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:
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Allana is a publicly traded corporation with a focus on the acquisition and development of
potash assets internationally, with its major focus on a development of its potash property
Danakhil Potash Project in Ethiopia. Allana has secured financial support from two significant strategic investors: IFC, a member of World Bank Group, and Liberty Metals and Mining Holdings LLC, a member of Liberty Mutual Group.
The following mineral resource estimates have been extracted without material adjustment from Allana's National Instrument 43-101 technical report entitled "Resource Update for the Danakhil Potash Deposit, Danakhil Depression, Afar State, Ethiopia" dated effective April 17, 2013 filed under the Company's SEDAR profile at www.sedar.com on August 7, 2013. For more information with respect to the data verification procedures undertaken and the key assumptions, parameters and risks associated with the foregoing estimates, refer to that report.
The in-situ resources in different categories can be estimated as given below:
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Sylvinite Member
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Upper Carnallitite Member
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Lower Carnallitite Member
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Kainitite Member
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Measured Resources
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Millions of tonnes of Mineralized Material
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115.3
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121.5
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235.0
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552.3
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Average KCI Grade (%)
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27.8
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17.5
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9.7
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19.2
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Indicated Resources
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Millions of tonnes of Mineralized Material
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212.1
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289.8
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322.2
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598.2
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Average KCI Grade (%)
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28.6
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17.2
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8.9
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19.5
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Inferred Resources
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Millions of tonnes of Mineralized Material
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90.8
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175.5
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369.3
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481.8
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Average KCI Grade (%)
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27.8
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16.5
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7.7
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19.8
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Summary of Mineral Reserve Estimates from Sylvinite effective as of February 2, 2013.
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Reserves**
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MINEABLE TONNES (MT)**
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KCL (%)
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Contained MOP (M TONNES)
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Proven
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32.97
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28.0
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8.2
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Probable
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60.81
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28.8
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15.5
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TOTAL
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23.7
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· **Accounts for losses in the caverns as well as in pillar material between caverns.
· Radius of influence for Proven and Probable Sylvinite Mineral Reserves are 350 metres and 750 respectively. Cut-off grade is 15% KCI, minimum width is 1.5 metres, density average 2.15, potash price of $430/tonne and other key assumptions listed above.
· The estimates of the mineral reserves may be materially affected by environmental, permitting, legal, title, taxation, sociopolitical, marketing, or other relevant issues.
The Company also has potash claims (over 1540 square km) under application in Argentina (in the Neuquen province).
The Company is currently focussing the vast majority of its resources to the Danakhil project and thus Ethiopia should be considered its main country of operation.
The Company is currently listed on the Toronto Stock Exchange (TSX:AAA) and on the OTCQX International (OTCQX: ALLRF).
The Company's activities and assets are more fully described in announcements, disclosure documents and technical report available at www.sedar.com, on the Company's website and on the TSX's website (www.tmx.com).
Peter J. MacLean, Ph.D., P. Geo., Allana's Senior VP Exploration, is a Qualified Person as defined under National Instrument 43-101 and has reviewed and approved the technical information presented in this announcement. For more information with respect to the foregoing mineral resource estimates, including the key assumption, parameters and risks associated thereto refer to the National Instrument 43-101 technical report entitled "Resource Update for the Danakhil Potash Deposit, Danakhil Depression, Afar State,
Ethiopia" dated August7, 2013, available at www.sedar.com.
A full glossary of technical terms can be found in to the National Instrument 43-101 technical report entitled "Resource Update for the Danakhil Potash Deposit, Danakhil Depression, Afar State, Ethiopia" dated August7, 2013, available at www.sedar.com.
The glossary of terms used in this announcement are:
Carnallite KMgCl3 x 6 H2O
Kainite 4KMg(SO4)Cl x 11H2O
KCI potassium chloride
MOP Muriate of Potash (KCI)
Potash potassium bearing mineral salt deposits; here Sylvite (KCI), Kainite (4KMgCISO4 x 11H2O), Carnallite (KMgCI3 x 6H2O), Polyhalite (K2Ca2Mg(SO4)4 x 2H2O)
Probable reserves valuable mineralization that is not yet sampled sufficiently to be proven.
Reserve the part of a mineral resource that can be mined profitably.
Sylvite KCI
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DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):
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As at the date of notification the Company has 270,307,517 fully paid common shares of no par value that will be admitted to trading on AIM.
No shares are held as treasury shares.
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CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
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Capital to be raised on Admission - TBC
Expected market capitalisation on Admission - £TBC
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PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
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TBC%
Assuming that no options or warrants are exercised prior to Admission.
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DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:
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The Company's common shares are listed for trading on the Toronto Stock Exchange (TSX) - ticker: AAAand on the OTCQX International Exchange (OTCQX) - ticker: ALLRF.
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FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):
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Dr Mark Daniel Stauffer - Independent Chairman
Farhad Abasov - President & CEO
Major General Lewis Wharton Mackenzie - Director
Joseph Richard ("Rick") Gregoire Lacroix - Director
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FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):
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The Company is aware* of the following shareholdings which represent 3% or more of the Company's issued shares as at 4 November 2013:
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SHAREHOLDER
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% AT DATE OF THIS ANNOUNCEMENT
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As atADMISSION (Assuming no warrants or options are exercised prior to Admission)
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Liberty Metals & Mining Holdings
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14.23%
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TBC
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*The Company may not have accurate information regarding beneficial shareholders of the company as it is not entitled to such information and cannot access such information under Canadian securities laws. Further, under the securities laws of Canada and the Toronto Stock Exchange listing rules, the threshold for the disclosure of interests in the share capital of the Company is 10%. Accordingly, the Company cannot necessarily be aware of interests below this figure.
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NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
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See Appendix
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(i) ANTICIPATED ACCOUNTING REFERENCE DATE
(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:
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(i) 31 July
(ii) 31 July 2013
(iii)
(a) Interim results to 31 January 2014, by 17 March 2014
(b) Final results to 31 July 2014, by 29 October 2014
(c) Interim results to 31 January 2015, by 17 March 2015
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EXPECTED ADMISSION DATE:
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Late January 2014
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NAME AND ADDRESS OF NOMINATED ADVISER:
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Cantor Fitzgerald Europe, One Churchill Place, Canary Wharf, London E14 5RB
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NAME AND ADDRESS OF BROKER:
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Cantor Fitzgerald Europe, One Churchill Place, Canary Wharf, London E14 5RB
(joint broker)
Investec Bank plc, 2 Gresham Street, London EC2V 7QP (joint broker)
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OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:
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N/A
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DATE OF NOTIFICATION:
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9 December 2013
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NEW/ UPDATE:
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UPDATE
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QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:
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THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED:
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Toronto Stock Exchange ("TSX")
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THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:
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The Company's common shares commenced trading on the TSX on 9 September 2011
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CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR DETAILS OF WHERE THERE HAS BEEN ANY BREACH:
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The Directors of the Company confirm that following due and careful enquiry, as at the date of this Announcement, the Company has adhered to all legal and regulatory requirements involved in having their securities traded on the TSX and there has not been any breach.
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AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE:
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www.sedar.com
www.sedi.ca
www.allanapotash.com
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DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY:
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Following Admission, the Company will continue to direct its focus and it financial resources towards the development and bringing into production of its primary asset, being the Danakhil Potash Project in Ethiopia.
In addition to the signing of mandate letters with prospective lenders as announced on 26 August 2013, the Company is in advanced talks on both offtake and strategic equity investment with a number of large fertilizer companies and hopes to be able to conclude these discussions in near future.
Furthermore, in addition to developing its current projects, the Company also continues to actively assess new mineral exploration and development project opportunities.
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A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED:
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See Appendix
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A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION:
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The Directors of the Company have no reason to believe that the working capital available to the Company will be insufficient for at least twelve months from the date of its Admission.
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DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES:
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See Appendix
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A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:
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To settle the securities to be traded on AIM, the Company will apply for Depository Interests, representing its common shares, to be admitted to CREST with effect from Admission. Accordingly, settlement of transactions in the Depository Interests following Admission will take place within the CREST system. CREST is a voluntary system and shareholders who wish to have them held outside of CREST will have their details recorded on the Company's share register maintained in Ontario, Canada. Settlement on the TSX will continue to be conducted under the CDS system.
Further details are provided in the Appendix to this Announcement.
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A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:
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www.sedar.com
www.sedi.ca
www.allanapotash.com
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INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:
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The Appendix to this Schedule 1 contains, inter alia, information equivalent to that required for an Admission Document which is not already public.
All other public information is available at www.sedar.com, www.allanapotash.com and www.sedi.ca
Detailed information on the Company's material assets is also set out in a Technical Report prepared in accordance with National Instrument 43-101 filed under the Company's profile at www.sedar.com on August 7, 2013 and available on the Company's website.
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A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE PREPARED IN ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE 19:
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www.sedar.com
The website contains the audited annual financial statements of the Company for the financial year ended July 31, 2013.
The financial report is prepared in accordance with and complies with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
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THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:
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None
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