NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
TORONTO, CANADA, March 29, 2019 – Black Iron Inc. (“Black Iron” or the “Company”) (TSX: BKI; OTC: BKIRF; FRANKFURT: BIN) has closed the first (the “First Tranche”) of two planned tranches of its previously announced non-brokered private placement financing of units of the Company (the “Offering”). The Company issued 17,508,440 units (the “Units”) at a price of $0.06 per Unit for gross proceeds of $1,050,506.
Certain insiders of the Company, including members of senior management and the board of directors, have subscribed for Units pursuant to the First Tranche (the “Insider Participation”). The Insider Participation will be considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). The Insider Participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.
A new strategic investor also participated in this Offering that brings value well beyond the cash invested at this time. This investor has expressed an interest to potentially participate in construction financing and may also be able to assist in negotiations with other strategic parties that could make an investment to construct Black Iron’s Shymanivske project.
In the Offering, each Unit consists of one common share of the Company (each a “Common Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”) entitling the holder to acquire a Common Share at a price of $0.09 for a period of three years from the date hereof. In the event that the Common Shares of the Company trade at $0.15 or higher on the Toronto Stock Exchange for a period of 10 consecutive days, the Company shall have the right to accelerate the expiry date of the Warrants to the date that is 30 days after the Company issues a news release announcing that it has elected to exercise the acceleration right.
The Company intends to use the net proceeds of the First Tranche to advance the Company’s Shymanivske project (the “Project”), including negotiations to secure essential land surface rights, to further discussions and negotiations on construction financing and for general working capital purposes.
Closing of the First Tranche is subject to receipt of regulatory approval, including final Toronto Stock Exchange approval. The Company paid cash finder fees of $15,940 and issued 105,000 finder warrants to certain finders. Each finder warrant is exercisable at a price of $0.09 into one Common Share for a period of 36 months following the date hereof. The (i) securities underlying the Units; and (ii) the finder warrants and Common Shares underlying the finder warrants, will be subject to a four month hold period that expires on July 30, 2019.
The second tranche of the Offering is expected to close on or before April 5, 2019.
About Black Iron
Black Iron is an iron ore exploration and development company, advancing its 100% owned Shymanivske project located in Kryvyi Rih, Ukraine. The Shymanivske project contains a NI 43-101 compliant resource estimated to be 646 Mt Measured and Indicated mineral resources, consisting of 355 Mt Measured mineral resources grading 31.6% total iron and 18.8% magnetic iron, and Indicated mineral resources of 290 Mt grading 31.1% total iron and 17.9% magnetic iron, using a cut-off grade of 10% magnetic iron. Additionally, the Shymanivske project contains 188 Mt of Inferred mineral resources grading 30.1% total iron and 18.4% magnetic iron. Full mineral resource details can be found in the NI 43-101 compliant technical report entitled “Preliminary Economic Assessment of the Re-scoped Shymanivske Iron Ore Deposit” effective November 21, 2017 (the “PEA”) under the Company’s profile on SEDAR at www.sedar.com. The Shymanivske project is surrounded by five other operating mines, including ArcelorMittal’s iron ore complex. Please visit the Company’s website at www.blackiron.com for more information.
The technical and scientific contents of this press release have been prepared under the supervision of and have been reviewed and approved by Matt Simpson, P.Eng., CEO of Black Iron, who is a Qualified Person as defined by NI 43-101.
The PEA is preliminary in nature, and it includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves. There is no certainty that the PEA will be realized.
For more information, please contact:
Black Iron Inc.,
Chief Executive Officer
Tel: +1 (416) 309-2138
This press release contains forward-looking information. Forward-looking information is based on what management believes to be reasonable assumptions, opinions and estimates of the date such statements are made based on information available to them at that time, including those factors discussed in the section entitled ‘‘Risk Factors’’ in the Company’s annual information form for the year ended December 31, 2018 or as may be identified in the Company’s public disclosure from time to time, as filed under the Company’s profile on SEDAR at www.sedar.com. Forward-looking information may include, but is not limited to, statements with respect to the Project, the First Tranche, the closing of the Second Tranche, the Offering, the use of proceeds of the Offering, the Company’s ability to acquire the requisite land, the Company’s ability to raise the requisite financing, the mineralization of the Project, the results of the PEA, the realization of the PEA, and future plans for the Company’s development. Generally, forward looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, geopolitical and social uncertainties; the actual results of current exploration activities; other risks of the mining industry and the risks described in the annual information form of the Company. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.