Adventus Zinc Corp

Adventus Zinc Corp
Altius Minerals Corporation
TSX : ALS

Altius Minerals Corporation

December 21, 2016 08:47 ET

Adventus Zinc Corporation Closes C$8,000,000 Strategic Seed Financing and Launches Initial Public Offering Marking the Arrival of the Next Zinc-Focused Exploration and Development Company

TORONTO, ONTARIO--(Marketwired - Dec. 21, 2016) - Adventus Zinc Corporation ("Adventus Zinc" or the "Company") is pleased to announce that the Company has closed a C$8,000,000 seed capital financing with a select group of strategic investors, including Resource Capital Funds, Greenstone Resources, Altius Resources Inc. ("Altius"), a subsidiary of Altius Minerals Corporation ("AMC") (TSX:ALS), John Tognetti, Equinox Funds, directors Mark Wellings and Sally Eyre and its CEO, Christian Kargl-Simard, through the issuance of 32,000,000 common shares of the Company ("Common Shares"). These strategic investors are well aligned in support of the Company and its ambitions for zinc exploration and the acquisition of significant zinc development projects.

In addition, Adventus Zinc yesterday filed a preliminary prospectus with the securities regulatory authorities in the provinces of Newfoundland and Labrador, Ontario, Alberta and British ColumbiaΓÇï for a proposed C$3,000,000 initial public offering of Common Shares (the "IPO"), led by Haywood Securities Inc. (the "Agent"). The proceeds from the IPO and the seed capital financing are planned to be spent on work programs at the Company's Buchans Project in Newfoundland and the Rathkeale and Lismore Project in Ireland, as well as for general corporate purposes and working capital and for other purposes described in the preliminary prospectus. It is expected that post closing of the IPO, Adventus Zinc will have approximately C$9.8M in working capital. The IPO is expected to close on or about February 7, 2017.

The preliminary prospectus contains important information relating to the Common Shares and the Company and is still subject to completion or amendment. Copies of the preliminary prospectus are available on SEDAR at www.sedar.com or from the Agent. There will not be any sale or any acceptance of an offer to buy the Common Shares until a receipt for the final prospectus has been issued.

The Company

Adventus Zinc acquired from Altius and its subsidiaries an extensive portfolio of zinc exploration projects in Ireland and Eastern Canada, which Altius had been assembling over the past 4 years. Ireland hosts Europe's largest zinc mine and Adventus Zinc's lands comprise the second largest license portfolio in the country, including Rathkeale, which hosts the projected westward extension of structures related to Glencore's Pallas Green Project and Teck/Connemara's Stonepark Project. In Eastern Canada, the Company holds the land position surrounding the old Buchans mine located in Newfoundland, one of the highest grade polymetallic VMS mines in the world.

In addition to advancing its exploration lands, Adventus Zinc intends to pursue the acquisition of advanced zinc projects. Adventus Zinc has created a database of zinc-related projects based on defined criteria, with the view of acquiring additional projects over the next 6-12 months. Altius and the co-founding strategic investors of Adventus Zinc will each contribute technical and financial expertise to this effort.

Christian Kargl-Simard, President and CEO stated, "I am thrilled with the depth and level of support received in the $8,000,000 strategic seed financing round. Adventus Zinc has the right backers and people, and now is the perfect time to be positioning a new zinc vehicle in the markets. We have high aspirations of making Adventus Zinc the next mid-tier base metals company through exploration and corporate development activities."

Management and Board

Adventus Zinc will be based in Toronto, and the Company plans to enter into an interim services agreement with Altius in January, 2017 for management and administrative support. The Company's management and board of directors consists of the following people:

Christian Kargl-Simard - President, Chief Executive Officer and Director

Christian Kargl-Simard is a professional engineer with over 13 years' experience in the mining industry, having worked both in technical and finance roles. Prior to joining Adventus Zinc, Christian worked for 6.5 years with Raymond James Ltd., an investment dealer, leaving as Senior Vice President, Investment Banking, and worked prior to that with Haywood Securities Inc. During his time with Raymond James Ltd. and Haywood Securities Inc., Christian was involved in financings raising more than $7 billion, and he assisted in completing over 35 M&A transactions with companies such as Fortuna Silver Mines Inc., AMC, Trevali Mining Corporation, Victoria Gold Corp., Coeur Mining, Inc., Atlantic Gold Corporation and Tahoe Resources Inc. Christian also worked for Dynatec Corporation in Fort Saskatchewan, Alberta up to its sale to Sherritt International Corp. in 2007, both in metallurgical engineering and corporate development roles. Christian is an author or co-author of three published technical papers in the field of hydrometallurgy. His B.A.Sc. in Metallurgical Engineering comes from the University of British Columbia.

Ben Lewis - Chief Financial Officer

Ben Lewis joined AMC's executive team as Chief Financial Officer in 2006. Prior to joining AMC, Ben held roles with increasing levels of responsibility with both private and public companies. His most recent position was that of Corporate Controller for NYSE and TSX-listed CHC Helicopter Corporation. His responsibilities with AMC include overseeing its financial management and reporting as well as contributing valuation and structuring expertise to its project generation initiatives. Ben graduated from Memorial University of Newfoundland with a Bachelor of Commerce in 1991 and earned his Chartered Accountant designation in 1993.

Brian Dalton - Chairman and Director

Brian Dalton co-founded AMC as a junior mining company in 1997 and has served as its CEO and as a director since then. AMC is now a leading global diversified mining royalty company with revenue from 14 producing mines and is a member of the TSX/S&P Global Mining Index. He has also previously served as a director of Rambler Metals and Mining plc, Aurora Energy Resources Inc. and Alderon Iron Ore Corp., all of which were spun out around AMC-generated projects. Brian has overseen completion of numerous project-level agreements with a wide array of senior to junior mining and exploration companies and has had key involvement with the raising of several hundred millions of dollars in capital for resource projects.

Chad Wells, B.Sc. (Hons) - Director and Corporate Secretary

Chad Wells has been the V.P. Corporate Development and Corporate Secretary at AMC since January 2005. He has played key and diverse roles related to its major royalty acquisitions, project generation deal structuring and management of its equities portfolio. Chad has cultivated strong relationships with a variety of retail, high net worth and institutional investors throughout North America. Prior to joining AMC, Chad worked with Vale Canada Limited at its Voisey's Bay mine following his graduation from Memorial University's Earth Science Program.

Michael Haworth - Director

Michael Haworth co-founded private equity fund Greenstone Resources LP in 2013 after a 16-year career in the mining sector, including Managing Director and Head of Mining and Metals Corporate Finance of JP Morgan in London. Since leaving in 2006, Michael founded and subsequently listed Zanaga Iron Ore Company Limited (AIM) and Ncondezi Coal Company Limited (now Ncondezi Energy Limited) (AIM). Together with Greenstone Resources LP's co-founder, Michael oversees all aspects of the management of the fund. Michael also serves as a director of Greenstone Management Ltd., the fund's general partner, and is senior partner of Greenstone Capital LLP, an investment advisor to the fund.

Sally Eyre, PhD (Economic Geology) - Director

Sally Eyre is a mining finance professional with extensive experience in global resource capital markets and mining operations. During 2011 to 2014 she served as President & CEO of Copper North Mining Corp., a mining exploration and development company, and prior to that she served as Senior Vice President, Operations at Endeavour Mining Corporation, responsible for a portfolio of exploration, development and production projects throughout West Africa. Dr. Eyre also served as President & CEO of Etruscan Resources Inc. (now Endeavour Mining Corp.), a gold company with producing assets in West Africa. She has served as Director of Business Development for Endeavour Financial Ltd. and has held executive positions with a number of other Canadian resource companies. She currently serves on the board of Japan Gold Corp. Dr. Eyre has a PhD in Economic Geology from the Royal School of Mines, Imperial College, London where her doctoral dissertation focused on Irish-type zinc deposits. Dr. Eyre is a member of the Society of Economic Geologists (SEG) and a former Director of the SEG Canada Foundation.

Mark Wellings, P.Eng., MBA, B.A.Sc. (Geological Engineering) - Director

Mark Wellings is a mining professional with over 25 years' international experience in both the mining industry and mining finance sector. He currently serves as Principal on INFOR Financial Group's investment banking team. He served for 18 years at GMP Securities L.P., including as Managing Director of Investment Banking. Mark has worked on some of the Canadian mining industry's largest transactions, both in equity financing and M&A. He has also worked in the mining industry directly with a variety of companies including Derry, Michener, Booth & Wahl Ltd., Arimco N.L., Inco Ltd. and Watts Griffis McOuat Limited, acquiring valuable hands-on experience in exploration, development and production. Mark has been the CEO and President of Eurotin Inc., a mineral exploration and development company, since December 2015 and an independent director of Gran Colombia Gold Corp. since January 22, 2016.

The Company granted options to its CEO, independent directors and its Irish exploration team for a total of 2.25M shares exercisable at $0.25 per share expiring in 5 years, and vesting over a 3-year period.

Forward-Looking Information

This news release contains forward-looking information. Forward looking information contained in this new release includes, but is not limited to, the intentions of Adventus Zinc to complete the IPO, the planned use of the proceeds of the IPO and the seed capital financing, the expected closing date of the IPO, its plans to pursue the acquisition and advancement of zinc projects, and the expected future contributions of Altius and strategic investors to Adventus Zinc. These statements are based on information currently available to Adventus Zinc and Adventus Zinc provides no assurance that actual results will meet management's expectations. In certain cases, forward-looking information may be identified by such terms as "anticipates", "believes", "could", "estimates", "expects", "may", "shall", "will", or "would". Forward-looking information contained in this news release is based on certain factors and assumptions regarding, among other things, the receipt of necessary regulatory approvals, the ability of Adventus Zinc to complete the IPO, and other similar matters. While Adventus Zinc considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.

Although Adventus Zinc believes the expectations expressed in such forward-looking information are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking information. Factors that could cause actual results to differ materially from those in forward-looking statements include, among other things, changes in market conditions, changes in the prices of commodities, unanticipated changes in key management personnel, general economic and political conditions, the risk that Adventus Zinc's IPO may not be completed, and the failure to receive applicable regulatory approvals, as well as the other risk factors described in Adventus Zinc's preliminary prospectus in respect of the IPO. Accordingly, actual events may differ materially from those projected in the forward-looking information. This list is not exhaustive of the factors that may affect any of the forward-looking information in this news release. These and other factors should be considered carefully and readers should not place undue reliance on the forward-looking information in this news release. Adventus Zinc does not undertake to update any forward-looking information that may be made from time to time by Adventus Zinc or on its behalf, except in accordance with applicable securities laws.

About Adventus Zinc

Adventus Zinc is a recently formed company focused on zinc exploration in Ireland and Eastern Canada, as well as pursing the acquisition of one of more major zinc projects currently held by the larger mining houses. Its major shareholders are some of the most respectable and savvy investors in the mining business, providing significant financial and technical support. The Company is based out of Toronto, Canada, and has applied for the listing of its common shares on the TSX Venture Exchange.

No securities regulatory authority has either approved or disapproved the contents of this press release. These securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities law and may not be offered or sold in the United States except in compliance with the registration requirements of the said Act and applicable U.S. state securities laws or pursuant to an exemption therefrom.

Contact Information