Giyani closes US$10 million investment from ARCH

TORONTO, Feb. 21, 2024 (GLOBE NEWSWIRE) -- Giyani Metals Corp. (TSXV:EMM, GR:A2DUU8) (“Giyani” or the “Company”), developer of the K.Hill battery-grade manganese project in Botswana (“K.Hill” or the “Project”) is pleased to announce that on February 20, 2024 it closed the US$10 million investment by ARCH Sustainable Resources Fund LP (“ARCH”) announced on January 24, 2024 (“Closing”). The Company and ARCH have satisfied all necessary conditions precedent to Closing and US$10 million has now been received by the Company.

The ARCH funding fulfils a key condition for drawdown of the US$16 million convertible loan facilities (the “IDC Facility”) secured by Giyani from the Industrial Development Corporation (“IDC”) of South Africa Limited and forms part of a larger aggregate US$26 million funding package to progress K.Hill to Final Investment Decision (“FID”).

The IDC Facility remains subject to the approval of the TSX Venture Exchange (the “TSXV”) and satisfaction of certain other conditions customary for a transaction of that nature.

Summary of the ARCH funding package

The ARCH funding package consists of: (i) a US$4.8 million (approximately C$6.4 million) offering of 54,835,235 units at C$0.117 per unit, with each unit consisting of one common share (each, a “Share”) and one common share purchase warrant (each, a “Warrant”) exercisable at a price of C$0.225 per Warrant for five years (subject to acceleration); and (ii) US$5.2 million for a 2% gross revenue royalty which includes a 1% buy-back provision and an automatic step-down by 0.5% after the earlier of: (i) 2.5Mt of battery grade manganese (“HPMSM”) production, and (ii) 20 years following the date of commencement of production of HPMSM or manganese metal at a processing plant that is at least majority owned by Giyani continuously during that period.

Following Closing, the Company will have 274,313,330 Shares issued and outstanding. The securities issued or made issuable under the offering are subject to a four-month Canadian statutory hold period and a further contractual escrow with half of the Shares issued or made issuable escrowed for 12 months following Closing and the other half of the Shares issued or made issuable are escrowed for 15 months following Closing. Without the prior written approval of Giyani and the TSXV and the approval of disinterested shareholders, ARCH shall not be entitled to exercise Warrants to the extent that, after giving effect to such exercise, ARCH would beneficially own in excess of 19.9% of the issued and outstanding number of Shares of Giyani.