Talon closes $15-million (U.S.) Tamarack financing 2015-12-29 16:21 CT - News Release
Mr. Henri van Rooyen reports
TALON METALS RECEIVES SHAREHOLDER APPROVAL AND CLOSES FINANCING TRANSACTION TO EARN AN INTEREST IN THE TAMARACK PROJECT
Talon Metals Corp. has closed its financing transactions (collectively, the RCF financing) with Resource Capital Fund VI LP (RCF) and Kennecott Exploration Co., a subsidiary of the Rio Tinto Group. Pursuant to the RCF financing, Talon received a total of $15-million (U.S.) from RCF to be used by Talon to earn an 18.45-per-cent interest in the Tamarack nickel-copper-PGE (platinum group elements) project, located in Minnesota, United States. For further details regarding the terms of the RCF financing, please see the company's press release dated Nov. 26, 2015.
In order to enable the closing of the RCF financing, earlier on Dec. 29, the company held a special meeting of its shareholders, during which the shareholders of the company approved the issuance by the company to:
- RCF of 11,540,833 common shares of the company in connection with a private placement of the company to RCF for gross proceeds of $1-million (U.S.), and up to 232 million common shares in connection with a convertible loan in the principal amount of $14-million (U.S.) provided to Talon by RCF;
- Kennecott of 5,236,717 common shares in satisfaction of interest owing to Kennecott pursuant to an unsecured loan previously granted to Talon by Kennecott and the terms of a prior amendment to an exploration and option agreement between Talon and Kennecott;
- Haywood Securities Inc. of 3,325,250 common shares and one million common share purchase warrants in satisfaction of Haywood's efforts in facilitating the RCF private placement and the RCF loan.
During the special meeting, Talon shareholders also approved: (i) the issuance of 1,875,000 common shares to Warren Newfield, the executive chairman of Talon, in consideration of his agreement to enter into an amended and restated consulting agreement under which Mr. Newfield agreed to defer and reduce his annual compensation and reduce his entitlement to a termination payment; and (ii) the repricing of the exercise price (to 15.6 cents) and extension of the term (to Nov. 25, 2020) of stock options to purchase a total of 9,615,000 common shares held by directors and officers under the company's stock option plan.
Talon also announces the resignation of Jeff Rassuchine from the board of directors of the company.
"We sincerely thank Jeff for his dedicated service to the company," said Henri van Rooyen, chief executive officer of the company. "Under the terms of the RCF financing, RCF has the right to nominate one individual to serve on the company's board of directors, and the voluntary resignation by Jeff simply makes way for such future nomination by RCF.
"The completion of the RCF financing is a major milestone for our company," said Mr. van Rooyen, "and we are now one of the few junior exploration companies that is fully funded with the ability to progress exploration on an expedited basis. On behalf of Talon, I would like to thank our shareholders for their overwhelming support and encouragement. The Talon team is already hard at work in conjunction with Kennecott planning the next phase of exploration at the Tamarack project. We expect the next exploration program to commence in January, 2016. We look forward to updating shareholders as we progress."
We seek Safe Harbor.
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