Giyani secures remaining US$10m to finalise US$26 million funding package - Seite 2

Amanda van Dyke, Managing Director at ARCH, commented:

“ARCH is very happy to announce its strategic investment in Giyani Metals, recognizing the unique opportunity it presents in the rapidly growing global battery market due to the crucial role HPMSM will play in the future of lithium-ion batteries. Once operational, Giyani’s plant will showcase the commercial viability of the team's proprietary low-carbon technology, positioning the company among the select few with high quality projects capable of contributing to a diversified global supply chain and provide manufacturers with responsibly sourced, low carbon battery materials.

ARCH has significant experience in successfully delivering projects to the highest ESG standards, and we look forward to supporting the team through construction and ultimately production.”

Summary of key terms of the ARCH Funding Package

In parallel with finalizing and signing the IDC Facility, the Company has secured a strategic investment of US$10 million from ARCH comprising the ARCH Offering and the ARCH Royalty, as set out in an investment agreement between the Company and ARCH dated January 23, 2024. The ARCH Funding Package satisfies a critical drawdown condition to the IDC Facility, with such initial drawdown on the IDC Facility expected to occur in the first quarter of 2024, subject to satisfaction of the remaining drawdown conditions.

The ARCH Offering will consist of the issuance of 54,835,235 units at a price of C$0.117 per unit. Each unit consists of one Share and one Warrant, with each Warrant entitling ARCH to acquire one additional Share at a price of C$0.225 per Warrant for a period of five years following Closing. In the event that the Shares trade at a volume weighted average price of at least C$0.31 on the TSX Venture Exchange (the “TSXV”) on ten (10) consecutive trading days, the Company has the right to accelerate the expiry date of the Warrants to a date that is not less than 30 days following the provision of a notice of acceleration to ARCH, subject to ARCH not exceeding the 19.99% ownership threshold (unless the requisite TSXV and shareholder approval has been received). The Shares and Warrants comprising the units, and any Shares issued upon the exercise of the Warrants, will be subject to a four-month statutory hold period and a further contractual escrow, pursuant to which half of the Shares issued (including any Shares issued upon exercise of the Warrants) will be escrowed until the date that is 12 months following the closing of the offering, expected to occur on or about January 26, 2024, subject to satisfaction of the necessary closing conditions including approval of the TSXV (“Closing”). and the remaining half of the Shares issued (including any Shares issued upon exercise of the Warrants) will be escrowed until the date that is 15 months following Closing.