Antipodes Gold Limited

TSX VENTURE : AXG


Antipodes Gold Limited

May 08, 2014 09:06 ET

Antipodes Gold Announces Private Placement to Advance WKP Gold Project

Existing shareholders to be offered Participation via New Exemption Rules

WELLINGTON, NEW ZEALAND--(Marketwired - May 8, 2014) - ANTIPODES GOLD LIMITED (TSX VENTURE:AXG) (the "Company") announced today that it is to raise up to C$2 million by a non-brokered private placement financing, to advance the high-grade resource potential of the WKP Gold Project.

The Company will also make the offer to subscribe for new capital available to existing shareholders, who can avail themselves of the offer under a new prospectus exemption process as set out in BC Instrument 45-534. The information required in terms of BC Instrument 45-534 is set out later in this release.

Key Points:

  • Re-capitalization via BC 45-534 allows existing shareholders to participate

  • Proceeds focused on drilling to increase resources at the high-grade gold T-Stream Structure

  • Recently announced agreement with Newmont gives the Company management control of the WKP Gold Project and allows the Company to earn a 51% interest in the joint venture with Newmont

  • Existing 43-101 Inferred Resource is open along strike and at depth

  • Proximity to roads, power and only 10kms from the Waihi mill offers simplified and low cost development potential

WKP Gold Project

Funds raised from this placement will be primarily used for drilling at the WKP Gold Project, a significant gold discovery that sits 10 km from Newmont Mining's Waihi gold mines (which have produced 7.4 Moz Au to date (1)).

The WKP project has been joint-ventured with Newmont as mining neighbour (who now hold 65%, AXG 35%), and was recently renegotiated, allowing Antipodes Gold to take on management and control, plus an earn-in right to 51% (see news release of March 12 2014).

Since 2010, 15 drillholes have been completed at WKP, which currently holds an NI 43-101 compliant inferred resource estimate of 260,000 ounces of gold, at an average grade of 6.1 g/t Au (applying a cut-off grade of 3 g/t Au) held within discrete, high-grade mineralised vein structures.

Of these structures, the "T-Stream" vein system has been prioritised for development. Intersected so far by 11 of 12 drillholes, example highlights of T-Stream mineralisation include 5 m at 13.5 g/t Au (WKP24, from 205 m) and 9.7 m at 17.2 g/t Au (WKP31, from 146.1 m). This vein structure is open to strike extensions in both directions, is unconstrained at depth and remains untested nearer to surface.

Antipodes Gold is raising working capital to maintain its holding of the highly strategic WKP property and to develop and expand its potential for underground gold mining, through a focussed technical program that includes drilling, environmental assessment and metallurgical analysis. The Company's goal is to establish a high grade gold resource suitable for integration into Newmont's existing operations, while enlarging the wider geological understanding (and mineral potential) of the WKP system.

Corporate Financing

The private placement will consist of up to 40 million Units at a price of C$0.05 per Unit. Each Unit will consist of one common share and one common share purchase Warrant. Each Warrant will entitle the holder to purchase one common share at a price of C$0.10 per share, exercisable for a period of 24 months from the date of issuance.

The Company will pay Finders a cash finder's fee of 8% of the funds raised. In addition, the Company will issue to qualified Finders, non-transferable finder's warrants ("Finders' Warrants") to acquire Warrants in the amount that is equal to 8% of the number of Units sold. Each of the Finders' Warrants will entitle the holder to acquire one share of Antipodes Gold Limited, on the same terms as the shareholder Warrants.

All of the Units and Finders' Warrants issued will be subject to a four-month hold period. The Private Placement is subject to acceptance by the TSX Venture Exchange.

BC Instrument 45-534 Information

The offer will also be made to all shareholders, who as of the share register record date of May 5, 2014 held ordinary shares in the Company (shareholders resident in countries other Canada, will need to meet local jurisdiction requirements to participate).

The subscribing shareholder, in purchasing the ordinary shares on offer as principal, will need to represent in writing that they were, on or before the record date a shareholder of the Company (and still are).

The aggregate acquisition cost to the subscribing shareholder cannot exceed $15,000 unless that shareholder has obtained advice regarding the suitability of the investment (and if resident in Canada, that advice must have been obtained from a registered investment dealer in the residential jurisdiction).

The offer will be for a Unit at 5 cents each, each Unit consisting of one ordinary share in the capital of the Company and one warrant, each warrant exercisable for two years at an exercise price of 10 cents per warrant, in order to purchase one ordinary share.

The minimum aggregate gross proceeds are $200,000 (representing the minimum number of Units to be issued of 4 million). The maximum aggregate gross proceeds are $2 million (representing the maximum number of Units to be issued of 40 million).

If aggregate subscriptions for Units (shares and warrants) under the proposed distribution exceed the maximum number of Units proposed to be distributed, the Company will abate the subscriptions amounts equally.

Existing shareholders who wish to participate in the financing are encouraged to contact the CEO, Tom Rabone, by email at thomas.rabone@antipodesgold.com for additional information.

The Units will be subject to a four month statutory hold period commencing on the date of issuance of the Units. In completing the financing, the Company may utilize other available regulatory exemptions in addition to the new existing shareholder exemption.

Use of Proceeds

AXG's focus is to bring the WKP T-Stream high grade gold resource to clear path-to-mine status with the opportunity to contribute resources to Newmont's existing processing facility in nearby Waihi.

The maximum gross proceeds of this first tranche of $2M would be used to complete the first 2,000m of drilling of a proposed 3,500m DDH program and related geological work. General & Administration expenses, currently estimated at 18% of total in-ground expenditure, are additional. The minimum gross proceeds of $200,000 would be used to defray G&A expenditures and advance field programs, until further financing is obtained.

About AXG

Antipodes Gold is a geological exploration and development company with an experienced team, focused on the environmentally and socially responsible development of gold resources in New Zealand's Hauraki region - a historically rich goldfield of significant low-sulphidation epithermal gold-silver deposits, including Newmont Mining's 7.4 million ounce Waihi gold mines.

For more information and to subscribe to further news updates, please visit www.antipodesgold.com.

Mr Simon Henderson, MSc Geology (CODES), an AusIMM Chartered Professional under the Discipline of Geology; is a Qualified Person as defined by National Instrument 43-101 and an employee of the Company, and has reviewed and approved the technical information given in this release.

For further details on the WKP Gold Project, including determination of grade, cut-off, metallurgical recovery factors, assay quality control and assurance and data verification relating to these estimates, please view the NI 43-101 technical report entitled 'Technical Report On The Mineral Resource Estimate For The Wharekirauponga Project, New Zealand', dated 29 July 2013, prepared by Roscoe Postle Associates Inc. and filed under Antipodes Gold's Issuer Profile on SEDAR (www.sedar.com). The author is independent of Antipodes Gold and is a "Qualified Person" as defined by NI 43 -01.

(1) The total historical production of the Waihi gold mines currently operated by Newmont is provided by 'Epithermal Au-Ag and related deposits of the Hauraki goldfield, Coromandel volcanic zone, New Zealand', Christie et al, Economic Geology 102(5) Aug 2007; with additional production from 2007 onwards as reported annually by Newmont Mining Corporation.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) nor New Zealand Exchange Limited has reviewed this release and neither accepts responsibility for the adequacy or accuracy of this release.

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