FOR IMMEDIATE RELEASE - November 12, 2013
FOR: Alhambra Resources Ltd.
SUBJECT: Alhambra Announces a C$5.0 Million Financing
CALGARY, Alberta - Alhambra Resources Ltd. (TSX-V: ALH) ("Alhambra" or the "Corporation"), an international gold explorer and producer, announces that the Corporation has entered into a financing agreement with Global Resources Investment Limited ("GRIL") for a C$5.0 million convertible note financing.
GRIL is a UK based investment trust established to seek and exploit investment opportunities in the junior mining and natural resource sectors. GRIL's investment objective is to generate medium and long term capital growth through investments in diverse portfolios of primarily small and mid-capitalized natural resources and mining companies that are listed on various global stock exchanges.
GRIL is seeking admission of its ordinary shares on the main market for listed securities on the London Stock Exchange ("LSE"), where it proposes to re-register as a public company and constitute as a UK investment trust with the name Global Resources Investment Trust PLC ("GRIT").
Alhambra and GRIL have entered into a convertible secured promissory note agreement, whereby Alhambra would, assuming successful listing of the GRIT shares on the LSE, subscribe for 3,080,904 GRIT shares at a deemed value of one British pound (£1.00) per GRIT share. Alhambra will then sell the GRIT shares through the facilities of the LSE to realize the private placement proceeds.
In exchange for the issuance of the GRIT shares, the Corporation will issue to GRIT, a C$5.0 million convertible secured promissory note (the "Note") and warrants. The Note will bear interest at an annual rate of 12%, will have a term of three years and will be secured by the Corporation's work in progress gold in Kazakhstan if and when required by GRIT. GRIT has the option to convert both the principal and interest portions of the Note into common shares of the Corporation at C$0.25 per common share. Alhambra has the option to pay the interest in either cash or shares of the Corporation. The Note may be repaid at any time prior to maturity without penalty. The Corporation also has the option to force conversion during the term of the Note into common shares of Alhambra at a minimum of US$0.20 per share. In connection with the Note, Alhambra will issue warrants to purchase 5.0 million common shares of the Corporation (the "Warrants"). The Warrants have an exercise price of C$0.30 per common share and are exercisable for three years from the date of issue of the Note.
John J. Komarnicki, Chairman and Chief Executive Officer of Alhambra Resources Ltd. stated, "We are delighted with our announced financing as it will achieve four things. It will strengthen our balance sheet, allow us to deal with our creditors, advance our exploration and production development strategy and minimize shareholders' dilution in a market environment which has undervalued the Corporation's intrinsic value."
Completion of the financing is subject to receiving approvals from the TSX Venture Exchange and GRIT
successfully listing its shares for trading on the LSE.
Alhambra is a Canadian based international exploration and gold production corporation producing gold in
Suite 3, 4015 - 1st Street S.E. Calgary, Alberta, Canada T2G 4X7 1
Telephone (403) 228-2855 Fax: (403) 228-2865
Alhambra's common shares trade in Canada on The TSX Venture Exchange under the symbol ALH; in the United States on the Over-The-Counter Pink Sheets Market under the symbol AHBRF; and in Germany on the Frankfurt Open Market under the symbol A4Y. The Corporation's website can be accessed at www.alhambraresources.com.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the Policies of the TSX Venture
Exchange Inc.) accepts responsibility for the adequacy or accuracy of this release.
For further information please contact:
Ihor P. Wasylkiw
VP & Chief Information Officer
Donald D. McKechnie
+1 (403) 508-4953
VP & Chief Financial Officer
+1 (403) 228-2855
Certain statements contained in this news release constitute "forward-looking statements" as such term is used in applicable Canadian and US securities laws. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management. In particular, finalizing the financings detailed herein, and other factors and events described in this news release should be viewed as forward-looking statements to the extent that they involve estimates thereof. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as "expects" or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans, "estimates" or "intends", or stating that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved) are not statements of historical fact and should be viewed as "forward- looking statements". Such forward looking statements involve known and unknown risks including, finalizing the financings detailed herein; political, social and other risks inherent in carrying on business in a foreign jurisdiction and such other business risks as discussed herein and other publicly filed disclosure documents. There is no assurance the financing outlined above will close on such terms, or at all. Although the Corporation has attempted to identify important factors that could cause actual actions, events or results to di ffer materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could vary or differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements contained in this news release.
Forward looking statements are made based on management's beliefs, estimates and opinions on the date the statements are made and the Corporation undertakes no obligation to update forward-looking statements and if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable law.
Suite 3, 4015 - 1st Street S.E. Calgary, Alberta, Canada T2G 4X7 2
Telephone (403) 228-2855 Fax: (403) 228-2865