TORONTO, ONTARIO--(Marketwire - Nov. 30, 2010) -
NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRES
Allana Potash Corp. (TSX VENTURE:AAA) ("Allana" or the "Company"), is pleased to announce that it has closed a non-brokered private placement of 24,300,000 common shares (the "Common Shares") at a price of $0.51 per Common Share (the "Offering Price") for gross proceeds of CAD$12,393,000 pursuant to the TSX Venture Exchange's expedited filing system (the "Offering").
Farhad Abasov, President and CEO of Allana, commented: "We are very pleased to close the strategic financing with Liberty Metals & Mining Holdings, LLC ("LMM"), a subsidiary of Liberty Mutual Group. This financing has allowed us to raise a substantial amount of equity capital at an attractive cost and will fully finance our Ethiopian potash project through the completion of the exploration program and bankable feasibility study. We continue to receive considerable interest from various organizations regarding our Ethiopian potash project and we are free to continue these discussions from a strong position, knowing that we are well financed through the completion of a bankable feasibility study. It is very important to note that LMM is a long-term investor who is committed to assisting Allana when our Company enters the mine construction stage. I would like to welcome Ms. Diana Walters, the President of LMM, to Allana's board. Diana will bring a wealth of experience in equity and debt financing to our potash project."
In accordance with the terms of the Offering, LMM has purchased all of the Common Shares. The Offering Price was based on a 4% premium to the twenty day volume weighted average price of the Common Shares on the TSX Venture Exchange. No finder's fees or any other finder's compensation will be paid in connection with the Offering.
Pursuant to the terms of the Offering, the Company and LMM have entered into an Investor Rights Agreement which gives LMM certain rights, including without limitation, participation and registration rights (in certain circumstances), as well as the right to nominate one director to the board of Allana, provided LMM continues to hold at least 7.5% of Allana's issued and outstanding shares. In addition, subject to certain conditions, LMM shall have the right to participate in any future equity or equity-linked financings by the Company in order to maintain its current ownership in the Company.
Pursuant to the closing of the Offering, LMM now holds approximately 17% of the issued and outstanding shares of the Company and Ms. Diana Walters has been appointed to Allana's board of directors. Ms. Walters is the President of LMM.
The Company plans to use the net proceeds from the Offering to fund a drilling program and feasibility study for the Company's main asset, its Ethiopian potash property in the Danakhil evaporate basin, and for general corporate purposes.
Closing of the financing is subject to receipt of all regulatory approvals, including final approval of the TSX Venture Exchange. The Common Shares issued pursuant to the Offering are subject to a four month and one day statutory hold period, until March 31, 2011.
About Allana Potash Corp.
Allana is a publicly traded corporation with a focus on the acquisition and development of potash assets internationally with its major focus on a previously explored potash property in Ethiopia with Inferred Mineral Resources of 70.3 million tonnes of kainitite mineralization grading 61.7 % kainite and 30.3 million tonnes of sylvinite resource grading 25.4 % sylvite (combined 105,200,000 tonnes with a composite grade of 20.8 % KCl (see News Release dated Sept. 17, 2008). Allana has approximately 143.2 million shares outstanding and trades on the TSX-Venture exchange under the symbol "AAA".
Peter J. MacLean, Ph.D., P. Geo., Allana's Senior VP Exploration, is a Qualified Person as defined under National Instrument 43-101 and has reviewed and approved the technical information presented in this release.
Except for statements of historical fact relating to the Company, certain information contained herein constitutes "forward-looking information" under Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the statements with respect to the terms and use of proceeds of the Offering, the ability of the Company to complete the Offering, the impact of the Offering on the Company, the receipt of all required regulatory approvals, estimated production, the estimation of mineral reserves and mineral resources; the realization of mineral reserve estimates; the timing and amount of estimated future production; costs of production; capital expenditures; success of exploration activities; permitting time lines and permitting, mining or processing issues; government regulation of mining operations; environmental risks; unanticipated reclamation expenses; title disputes or claims; litigation liabilities; limitations on insurance coverage and the effect of terminating the investor relations contract. 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 statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and they are 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 statements or forward-looking information. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or 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 statements 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 statements and forward-looking information. The Company does not undertake to update any forward-looking statements or forward-looking information that are incorporated by reference herein, except in accordance with applicable securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from registration requirements.
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