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VANCOUVER, British Columbia, Aug. 21, 2018 (GLOBE NEWSWIRE) -- Lumina Gold Corp. (TSXV: LUM) (OTC: LUMAF) (“Lumina” or the “Company”) announces the results of its annual general and special meeting of shareholders held on August 21, 2018 in Vancouver (the “Meeting”). At the Meeting, shareholders voted in favour of the spin-out of Luminex Resources Corp. (“Luminex”) pursuant to a statutory plan of arrangement (the “Arrangement”) under Section 288 of the Business Corporations Act (British Columbia). Under the Arrangement, Lumina’s current shareholders will receive common shares of Luminex by way of a share exchange, pursuant to which each existing common share of Lumina is exchanged for one “new” common share of Lumina and 0.15 of a common share of Luminex. Optionholders of Lumina will receive replacement options of Lumina and options of Luminex which are proportionate to, and reflective of, the terms of their existing options. Luminex will hold all of the concessions and properties previously held by Lumina with the exception of the Cangrejos Project and will be capitalized with approximately US$5 million raised from Lumina’s C$7 million financing that closed on July 26, 2018. The Arrangement remains subject to final approval of the Supreme Court of British Columbia and acceptance from the TSX Venture Exchange, and is expected to be completed on or about August 31, 2018. Luminex has applied to list its common shares on the TSX Venture Exchange. Lumina’s shareholders also voted in favour of each of the other matters considered at the Meeting, including voting in favour of electing each of Marshall Koval, Lyle Braaten, Donald Shumka, Michael Steinmann, Stephen Stow and Heye Daun as directors of the Company to hold office for the ensuing year, appointing auditors for the ensuing year and authorizing the board of directors to set their remuneration, approving Lumina’s 10% Rolling Stock Option Plan, and approving Luminex’s Stock Option Plan. About Lumina Gold Lumina Gold Corp. (TSXV: LUM) is a Vancouver, Canada based precious and base metals exploration and development company focused on gold and copper projects in Ecuador. The Company’s Cangrejos Gold-Copper project is located in El Oro Province, southwest Ecuador, and its Condor Gold-Copper project is located in Zamora-Chinchipe Province, southeast Ecuador. The Company also holds a large and highly prospective land package in Ecuador consisting of 135 thousand hectares. The Company has an experienced management team with a successful track record of advancing and monetizing exploration projects. Further details are available on the Company’s website at https://luminagold.com/.
Neither the 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 news release Cautionary Note Regarding Forward-Looking Information Certain statements and information herein, including all statements that are not historical facts, contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Such forward-looking statements or information include but are not limited to statements or information with respect to the securities shareholders and optionholders will receive under the Arrangement; the concessions, properties and capitalization of Luminex after completion of the Arrangement; and completion and timing of completion of the Arrangement. Often, but not always, forward-looking statements or information can be identified by the use of words such as “will”, “expected” or variations of that word and phrases or statements that certain actions, events or results "will" be taken, occur or be achieved. With respect to forward-looking statements and information contained herein, the Company has made numerous assumptions including among other things, assumptions about obtaining approval of the Supreme Court of British Columbia and acceptance from the TSX Venture Exchange for the Arrangement, general business and economic conditions, the prices of gold and copper, and anticipated costs and expenditures. The foregoing list of assumptions is not exhaustive. Although management of the Company believes that the assumptions made and the expectations represented by such statements or information are reasonable, there can be no assurance that a forward-looking statement or information herein will prove to be accurate. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause the Company’s actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: risks associated with the business of the Company; business and economic conditions in the mining industry generally; the supply and demand for labour and other project inputs; changes in commodity prices; changes in interest and currency exchange rates; risks relating to inaccurate geological and engineering assumptions (including with respect to the tonnage, grade and recoverability of reserves and resources); risks relating to unanticipated operational difficulties (including failure of equipment or processes to operate in accordance with specifications or expectations, cost escalation, unavailability of materials and equipment, government action or delays in the receipt of government approvals, industrial disturbances or other job action, and unanticipated events related to health, safety and environmental matters); risks relating to adverse weather conditions; political risk and social unrest; changes in general economic conditions or conditions in the financial markets; and other risk factors as detailed from time to time in the Company’s continuous disclosure documents filed with Canadian securities administrators. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Ferroglobe PLC Announces Share Repurchase Program LONDON, Aug. 21, 2018 (GLOBE NEWSWIRE) -- Ferroglobe PLC (NASDAQ:GSM) (“Ferroglobe” or the “Company”), the global leader in the production of silicon metal and a leading producer of silicon- and manganese-based specialty alloys, announced today that its Board of Directors has authorized the repurchase of up to $20 million of the Company’s ordinary shares in the period ending December 31, 2018. “The Board of Directors believes that Ferroglobe’s recently prevailing share prices do not reflect the Company’s long-term intrinsic value, and that authorizing a share repurchase program is appropriate in light of our confidence in the business and its outlook. We consider our shares to offer an attractive investment opportunity. The allocation of funds to the buy-back will be balanced with our commitment to continue deleveraging the Company and with other value enhancing opportunities as they arise,” said Javier López Madrid, Ferroglobe’s Executive Chairman. The Company has entered into Rule 10b5-1 repurchase plans with appointed brokers under which the Company will undertake purchases of its ordinary shares acquired by the brokers on the NASDAQ Global Select Market and through other permitted channels. The amount and timing of the share repurchases are subject to a number of factors, including Ferroglobe’s share price and trading volumes. Share repurchases under the program may be made through a variety of methods and the program does not oblige the Company to repurchase any specific number of shares. Save as required by applicable regulation, the program may be amended, suspended or discontinued by the Board of Directors at any time. The Company intends to fund the repurchase program using existing cash and the proceeds of cash generating initiatives previously announced. About Ferroglobe Ferroglobe PLC is one of the world’s leading suppliers of silicon metal, silicon-based specialty alloys and ferroalloys, serving a customer base across the globe in dynamic and fast-growing end markets, such as solar, automotive, consumer products, construction and energy. The Company is based in London. For more information, visit http://investor.ferroglobe.com. Forward-Looking Statements This release contains "forward-looking statements" within the meaning of U.S. securities laws. Forward-looking statements are not historical facts but are based on certain assumptions of management and describe the Company’s future plans, strategies and expectations. Forward-looking statements often use forward-looking terminology, including words such as "anticipate", "believe", "could", "estimate", "expect", "forecast", "guidance", "intends", "likely", "may", "plan", "potential", "predicts", "seek", "will" and words of similar meaning or the negative thereof. Forward-looking statements contained in this press release are based on information currently available to the Company and assumptions that management believe to be reasonable, but are inherently uncertain. As a result, Ferroglobe’s actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements, which are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond the Company’s control. Forward-looking financial information and other metrics presented herein represent the Company’s goals and are not intended as guidance or projections for the periods presented herein or any future periods. All information in this press release is as of the date of its release. Ferroglobe does not undertake any obligation to update publicly any of the forward-looking statements contained herein to reflect new information, events or circumstances arising after the date of this press release. You should not place undue reliance on any forward-looking statements, which are made only as of the date of this press release. INVESTOR CONTACTS: Phillip Murnane: +44 (0) 203 129 2265, +44 (0) 7771 544 988 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Ferroglobe Reports Results for Second Quarter of 2018 Sales of $583 Million; Net Profit of $66 Million, Adjusted EBITDA of $86 Million
LONDON, Aug. 21, 2018 (GLOBE NEWSWIRE) -- Ferroglobe PLC (NASDAQ:GSM) (“Ferroglobe” or the “Company”), the world’s leading producer of silicon metal, and a leading silicon-and manganese-based specialty alloys producer, today announced results for the second quarter of 2018. In Q2 2018, Ferroglobe posted a net profit of $66.0 million, or $0.39 per share on a fully diluted basis. On an adjusted basis, Q2 2018 net profit was $25.7 million, or $0.14 per share on a fully diluted basis. Q2 2018 reported EBITDA was $130.9 million, up from $93.5 million in the prior quarter. On an adjusted basis, Q2 2018 EBITDA was $86.3 million, down 3.7% from Q1 2018 adjusted EBITDA of $89.6 million. The Company reported adjusted EBITDA margin of 14.8% for Q2 2018, compared to adjusted EBITDA margin of 16.0% for Q1 2018. Year-to-date (H1 2018) adjusted EBITDA was $175.9 million, up 135% from the same period in 2017. The differences between reported and adjusted figures derive from the bargain purchase gain that has been recorded as a result of the Company’s acquisition of manganese alloys plants at Mo I Rana, Norway and Dunkirk, France. During the second quarter, cash flow used for operations was $4.6 million, with working capital increasing by $70.0 million during the period. As a consequence, net debt was $475.3 million as of June 30, 2018, up from $449.3 million as of March 31, 2018. Sales in Q2 2018 totaled $583.0 million, up 4.0% from $560.7 million in Q1 2018. During Q2 2018, the average selling prices for:
While sales volumes of:
* Excludes by-products and other “This was a solid quarter for Ferroglobe, culminating a first half of the year which confirms the improved fundamentals of our business and validates the positive momentum in the markets we are serving,” said Pedro Larrea, CEO of Ferroglobe. “In the year to date we have significantly increased volumes and selling prices and our EBITDA has more than doubled compared with the same period last year. The steel industries in North America and Europe - the main end markets for most of our alloys - are experiencing strong demand and high capacity utilizations in the wake of recent trade protection measures. Prices of our products have remained broadly stable overall, and current supply/demand dynamics in our industry should support continued healthy pricing.” Cash flow generation impacted by acquisition related working capital During the second quarter, cash flows used for operations was $4.6 million, the main driver being a working capital increase of $70.0 million during Q2 2018. Approximately half of that increase is from the recently acquired manganese-alloy plants that have built their operating working capital, with a further increase from seasonally high raw materials and finished products inventories in the rest of our operations. Ferroglobe’s net debt was $475.3 million as of June 30, 2018, up from $449.3 million as of March 31, 2018. The increase in net debt is mainly due to the $70 million working capital increase noted above. Excluding the acquisition impact of the manganese-alloy plants, net debt has decreased by $1.6 million as compared with December 31, 2017. “We continue to be focused on cash generation and deleveraging the balance sheet,” said Phillip Murnane, Ferroglobe’s CFO. “Although the first half of the year has required meaningful cash investment in working capital for the new manganese assets, we have a rigorous cash generation initiative in place that will provide significant cash flow release in the second half of the year.” The Company has declared an interim dividend Ferroglobe’s Board of Directors has declared an interim dividend of $0.06 per share, further reflecting its confidence in the underlying strength of Ferroglobe’s business and long-term outlook. The dividend will have a record date of September 5, 2018 and a payment date of September 20, 2018. Adjusted EBITDA:
Adjusted profit attributable to Ferroglobe:
Adjusted diluted profit per share:
Conference Call Ferroglobe management will review the second quarter results of 2018 during a conference call at 9 a.m. Eastern Time on Wednesday, August 22, 2018. The dial-in number for participants in the United States is 877‑293‑5491 (conference ID 6293829). International callers should dial +1 914‑495‑8526 (conference ID 6293829). Please dial in at least five minutes prior to the call to register. The call may also be accessed via an audio webcast available at https://edge.media-server.com/m6/p/5bqj5wmw About Ferroglobe Ferroglobe is one of the world’s leading suppliers of silicon metal, silicon-based specialty alloys, and ferroalloys serving a customer base across the globe in dynamic and fast-growing end markets, such as solar, automotive, consumer products, construction and energy. The Company is based in London. For more information, visit http://investor.ferroglobe.com. Forward-Looking Statements This release contains "forward-looking statements" within the meaning of U.S. securities laws. Forward-looking statements are not historical facts but are based on certain assumptions of management and describe the Company’s future plans, strategies and expectations. Forward-looking statements often use forward-looking terminology, including words such as "anticipate", "believe", "could", "estimate", "expect", "forecast", "guidance", "intends", "likely", "may", "plan", "potential", "predicts", "seek", "will" and words of similar meaning or the negative thereof. Forward-looking statements contained in this press release are based on information currently available to the Company and assumptions that management believe to be reasonable, but are inherently uncertain. As a result, Ferroglobe’s actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements, which are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond the Company’s control. Forward-looking financial information and other metrics presented herein represent the Company’s goals and are not intended as guidance or projections for the periods referenced herein or any future periods. All information in this press release is as of the date of its release. Ferroglobe does not undertake any obligation to update publicly any of the forward-looking statements contained herein to reflect new information, events or circumstances arising after the date of this press release. You should not place undue reliance on any forward-looking statements, which are made only as of the date of this press release. Non-IFRS Measures EBITDA, adjusted EBITDA, adjusted diluted profit (loss) per ordinary share and adjusted profit (loss) are non-IFRS financial metrics that, we believe, are pertinent measures of Ferroglobe’s success. Ferroglobe has included these financial metrics to provide supplemental measures of its performance. The Company believes these metrics are important because they eliminate items that have less bearing on the Company’s current and future operating performance and highlight trends in its core business that may not otherwise be apparent when relying solely on IFRS financial measures. INVESTOR CONTACT: Phillip Murnane: +44 (0) 203 129 2265
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Lithium Americas Strengthens Senior Management Team, Appoints President and Chief Operating Officer VANCOUVER, British Columbia, Aug. 21, 2018 (GLOBE NEWSWIRE) -- Lithium Americas Corp. (TSX: LAC) (NYSE: LAC) ("Lithium Americas" or the "Company"), is pleased to announce new appointments to the senior management team following the recently announced strategic transaction with Jiangxi Ganfeng Lithium Co. Ltd. (“Ganfeng Lithium”) to jointly advance the Cauchari-Olaroz lithium project in Jujuy, Argentina (“Cauchari-Olaroz”), in addition to the Company’s continuing development of the 100%-owned Thacker Pass lithium project in Nevada, USA (“Thacker Pass”). Mr. Jonathan (Jon) Evans has agreed to join the Company as President and Chief Operating Officer, effective September 1, 2018. In addition to having served as an officer in the U.S. Army, Jon brings over 20 years of executive operations experience, including management positions with General Electric in the US and Europe, and executive roles at a number of major industrial companies owned by private equity firms. From 2008 to 2013, Jon was the General Manager in charge of the Lithium Division at FMC Corp. With Jon’s appointment as President, John Kanellitsas will become Executive Vice Chairman of the Company, in which capacity he will chair the Company’s Management Committee, be primarily responsible for managing the Company’s recently announced collaboration efforts with Ganfeng Lithium, and continue to work on developing long-term financing plans for Thacker Pass. Lithium Americas is also pleased to announce the appointments of Rene LeBlanc as Chief Technical Officer and Alec Meikle as Vice President, Corporate Development. Rene joined Lithium Americas in 2017 as a Senior Processing Development Manager responsible for developing and testing the process flowsheet for Thacker Pass and, more recently, has been involved in the technical development of Cauchari-Olaroz. Prior to joining the Company, Rene worked for over 10 years in process engineering at both FMC Corp. and Tesla, Inc. Alec joined the Company in 2016 and has played a key role in the Company’s successful efforts in securing over US$350 million of debt and equity capital, and structuring the Company’s recently announced transaction with Ganfeng Lithium. Prior to joining Lithium Americas, Alec was a research analyst covering the lithium market with 10 years’ experience in finance and capital markets. Tom Hodgson, CEO of Lithium Americas, commented: “Following the recent announcement of our strategic transaction and collaboration agreement with Ganfeng Lithium, we continue to strengthen our management and technical teams as we advance our two world-class projects in Argentina and Nevada. I am very proud of our ability to attract exceptional talent as we focus on building one of the strongest teams in the lithium industry. Jon joins the Lithium Americas’ executive team, having already earned an outstanding reputation as a disciplined leader in the lithium industry and brings to Lithium Americas key industry relationships and project management experience. Over the past year, Jon has been actively involved in the oversight of our projects in his capacity as a Director of the Company, and we now look forward to benefiting from his operating and leadership skills as part of the senior management team.” Effective with the executive appointment, Jon Evans will step down from the Company’s Board of Directors. About Lithium Americas: Lithium Americas is developing the Caucharí-Olaroz lithium project currently under construction in Jujuy, Argentina, and, on closing of the strategic transactions announced August 14, 2018, will have a 62.5% interest in the joint venture with Ganfeng Lithium holding a 37.5% interest. In addition, Lithium Americas owns 100% of the Thacker Pass lithium project in northern Nevada, and RheoMinerals Inc., a supplier of rheology modifiers for oil-based drilling fluids, coatings, and specialty chemicals. The Company trades on both the Toronto Stock Exchange and on the New York Stock Exchange, under the ticker symbol “LAC”. For further information contact: Forward-looking statements: This news release contains “forward-looking information” and “forward-looking statements” (which we refer to collectively as forward-looking information) under the provisions of applicable securities legislation. Such forward-looking information is subject to various risks and uncertainties. Forward-looking information in this news release includes, but is not limited to, statements with respect to: (i) the timing and completion of the recently announced strategic transaction regarding the Company’s Cauchari-Olaroz and related transactions; (ii) the potential for future collaboration with Ganfeng Lithium and any benefits therefrom; and (iii) statements regarding the ability to continue to strengthen management and technical teams and to advance the Company’s projects. Forward looking information is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information, including, but not limited to, risks relating to changes in project parameters as plans continue to be redefined, including the possibility that mining operations may not commence at the project, risks relating to variations in mineral resources and mineral reserves, risks relating to the ability to access infrastructure, risks relating to changes in the price of, or worldwide demand for, battery-grade lithium carbonate, sulfuric acid or other commodities, risks relating to increased competition in the market for batter-grade lithium carbonate and related products, risks relating to global financial conditions, reliance on key personnel, operational risks inherent in the conduct of mining activities, increases in capital or operating costs and the risk of delays or increased costs that may be encountered during the development and construction process, regulatory risks, including risks relating to the acquisition of necessary permits and licenses, financing risks, including the risk that funding required for development and construction activities may not be available on satisfactory terms or at all, environmental risks, risks relating to completion of the transactions referenced above, and the additional risks identified in the “Risk Factors” section of Lithium Americas’ annual information form and other reports and filings filed with applicable securities regulators. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are made as of the date hereof and the Company does not intend, and expressly disclaims any obligation to, update or revise the forward-looking information contained in this news release, except as required by law. Accordingly, readers are cautioned not to place undue reliance on forward-looking information. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
HPQ Closes $ 5,250,000 Financing MONTREAL, Aug. 21, 2018 (GLOBE NEWSWIRE) -- HPQ Silicon Resources Inc (“HPQ”) (TSX Venture: HPQ) is pleased to announce the closing of the previously announced financings totalling $ 5,250,000 with participation of the Quebec government, via its “Créativité Québec” program, and PyroGenesis Canada Inc. (“PyroGenesis”). Bernard J. Tourillon, Chairman and CEO of HPQ Silicon stated, “Closing these financings, at more than a 40% premium to present market price, is a tangible validation that both the Quebec Government and PyroGenesis believe in the innovative potential of our PUREVAPtm QRR process. With these financings earmarked for the completion of our pilot equipment project closed, our objective going forward will be delivering on the Gen3 PUREVAP™ Pilot Plant phase with our “Solar Silicon Team” as well as building market awareness of our progress, plans and success.” $5,250,000 FINANCING SALIENT POINTS The Quebec government, through its “Créativité Québec” program, via Investissement Québec (IQ), has subscribed to an unsecured Convertible Debenture for gross proceeds of $1,800,000. Net proceeds of $1,713,622 was received by HPQ on August 20, 2018, after deductions of filing studies fees and legal fees emanating from IQ lawyers for the due diligence review. The 5-year Convertible Debenture matures on August 20, 2023 and bears interest at a rate of 5% per annum. The interest payment can be accrued, at the Company’s option, up to the term of the Debenture. IQ will have the right, at anytime, to convert the Debenture into common shares of HPQ at a price of $0.12 per share. IQ may also, at the date of the conversion of the capital into shares, convert the accrued interest payable in shares of HPQ, subject to the approval of the TSX-Venture and the conversion price for the payment of the accrued interest will be established in accordance with the policies of the TSX-Venture. HPQ will be allowed to proceed with an early repayment of the Debenture, capital and accrued interest, 36 months after the issuance of the debenture, subject to the payment to IQ by HPQ of a redemption premium equal to a compounded annual return of 20% on the capital of the Debenture. Concurrent to the issuance of the Debenture, HPQ issued to IQ 15,000,000 Warrants, each Warrant entitling IQ to purchase one common share of the capital stock of HPQ at an exercise price of $ 0.17, for a period of 36 months from the close. The Debenture, the warrants and any stock issuance emanating from the Debenture and or warrant exercise will be subject to a holding period until December 20, 2018. HPQ has closed the 16,250,000 units ("Unit") at $0.12 per Unit private placement with PyroGenesis for a gross and net proceeds of $1,950,000. Each Unit is comprised of one (1) common share and one (1) common share purchase warrant (“Warrant") of the Company. Each Warrant will entitle Pyrogenesis to purchase one common share of the capital stock of the Company at an exercise price of $ 0.17 for a period of 36 months from the date of closing of the placement. Each share issued pursuant to the placement will be subject to a holding period until December 20, 2018. The TSX venture exchange (TSX-V) has conditionally approved the $ 1,500,000 Equity Line of credit PyroGenesis has granted to HPQ. The equity line of credit can only be used to cover unexpected project cost overruns that could potentially occur after then end of planned test period in 2019 until December 31, 2020. To be acceptable under the terms of the Equity Line of Credit, Cost Overruns shall be considered as such by both Parties and approved before they are incurred. Upon approval, HPQ must send a written thirty days (30) notice of it’s intent to drawdown the Equity Line of Credit to pay for the Cost Overruns. Once the approved work is completed, PyroGenesis shall remit to HPQ an invoice covering the completed work and HPQ will organize the payment of the invoice by means of issuance of common shares of its capital stock, as prescribed by TSX Venture Exchange policies, for a number of shares totalling the amount of the applicable invoice at an issuance price equal to the share quote on the invoice date, less a ten percent (10%) discount. This Press Release Is Available On The Company's CEO Verified Discussion Forum, A Moderated Social Media Platform That Enables Civilized Discussion and Q&A Between Management and Shareholders. https://agoracom.com/ir/HPQ-SiliconResources/forums/discussion About HPQ Silicon HPQ Silicon Resources Inc. is a TSX-V listed resource company planning to become a vertically integrated and diversified High Purity, Solar Grade Silicon Metal (SoG Si) producer and a manufacturer of multi and monocrystalline solar cells of the P and N types, required for production of high performance photovoltaic conversion. HPQ goal is to develop, in collaboration with industry leaders that are experts in their fields of interest, the innovative metallurgical PUREVAPTM “Quartz Reduction Reactors (QRR)” process (patent pending), which will permit the transformation and purification of quartz (SiO2) into high purity silicon metal (Si) in one step and reduce by a factor of at least two-third (2/3) the steps required to transform quartz (SiO2) into SoG Si. The pilot plant equipment that will validate the commercial potential of the process is on schedule for an end 2018 start. Disclaimers: This press release contains certain forward-looking statements, including, without limitation, statements containing the words "may", "plan", "will", "estimate", "continue", "anticipate", "intend", "expect", "in the process" and other similar expressions which constitute "forward-looking information" within the meaning of applicable securities laws. Forward-looking statements reflect the Company's current expectation and assumptions, and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. These forward-looking statements involve risks and uncertainties including, but not limited to, our expectations regarding the acceptance of our products by the market, our strategy to develop new products and enhance the capabilities of existing products, our strategy with respect to research and development, the impact of competitive products and pricing, new product development, and uncertainties related to the regulatory approval process. Such statements reflect the current views of the Company with respect to future events and are subject to certain risks and uncertainties and other risks detailed from time-to-time in the Company's on-going filings with the securities regulatory authorities, which filings can be found at www.sedar.com. Actual results, events, and performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements either as a result of new information, future events or otherwise, except as required by applicable securities laws. Neither the 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. For further information contact Shares outstanding: 203 040 807 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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