Robex Resources Inc.
TSX VENTURE : RBX
FRANKFURT : RB4

Robex Resources Inc.

May 19, 2015 08:30 ET

Robex Resources Inc.: Private Placement of 10 million CAD; Resumption of the Exploration Program

QUEBEC CITY, QUEBEC--(Marketwired - May 19, 2015) - Robex Resources Inc. ("Robex" and / or "the Company") (TSX VENTURE:RBX)(FRANKFURT:RB4) announces their intention to proceed with a private placement in the form of debentures, for a maximum of ten (10) million Canadian dollars.

The debentures sold at a price of $ 1,000 per debenture have a maturity of 3 years and bear an annual interest rate of 10% payable on each anniversary date. They are repayable on the maturity date. The debentures are convertible at their maturity by their holders upon the company's agreement. The latter may otherwise force the conversion of the debentures at the maturity date to the extent that the market price of the common shares of the company was equal to or exceeds $ 0.25 for 21 consecutive trading days preceding the maturity date of the debentures. The conversion, if any, will be made in common shares of the Company at a conversion price of $ 0.10 per common share, being 10,000 common shares per $ 1,000 of debenture capital.

Closing of the offering will be subject to regulatory approvals including the approval from the TSX Venture Exchange (the "Exchange"). The Debentures that will be issued under this offering will be subject to a hold period of four months plus one day from the date of closing. The Cohen Group will subscribe, if necessary, to this financing in a proportion equal to their current stake in the company, being of 66.05%, for a maximum subscription of seven (7) million Canadian dollars.

These additional funds will cover:

  • the immediate establishment of an exploration program at Nampala with the objective to transfer up to a million ounces (1,000,000 ounces) of inferred resources towards the measured and indicated resources; and
  • the working capital funds needed at the moment of the restart at 4,000 tonnes per day (t / d) of the Nampala mine; and
  • the increase in investment of 4 million Canadian dollars on the Nampala mine to cover the purchase of a higher level of equipment than originally planned including a new ball mill at 4,000 t / j instead of a used ball mill, adding a Zadra type elution system capable of operating atmospherically or under pressure instead of simply improving the former elution system; and
  • finally, these funds will offset the increase in the US dollar versus the Canadian dollar (the investment budget being held in US dollars).

Temporary loan from Georges Cohen of $ 2 million CAD

Furthermore, Robex confirms the negotiation of a temporary loan of 2 million Canadian dollars from Mr. Georges Cohen, president and CEO of the Company.

The purpose of this temporary loan is to provide the Company with the temporary resources in order to continue the short-term investments required for the equipment to restart the Nampala mine at 4,000 t / d, which is scheduled for the 3rd quarter of 2015.

The loan bears an interest rate of ten percent (10%) annually. This loan will be fully repaid, principal and interest, at the time of closing the private placement debenture of 10M.

Reminder

Restarting the Nampala mine at 600 t / d is scheduled for June 2015. This intermediate stage of production at 600 t / d will bridge the gap with the start of the definitive ball mill so that mine will not shut down before proceeding to 4,000 tonnes per day thereafter.

Each of the above transactions involving Mr. Georges Cohen and his family constituted of a "related party transaction" under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). However, they are exempt from the requirement to prepare a formal evaluation and minority approval provided for in Regulation 61-101 under the exemptions in subsection 5.5 (a) and paragraph 5.7 (1) (a ) of MI 61-101, since the fair market value of the anticipated participation of the specified person or the consideration paid does not exceed 25% of Robex's market capitalization. A material change report concerning the proposed transactions will be filed on the SEDAR website.

This press release contains statements that may constitute "forward-looking information" or "forward-looking statements" as set out within the context of security law. This forward-looking information is subject to many risks and uncertainties, some of which are beyond Robex's control. The actual results or conclusions may differ considerably from those that have been set out, or intimated, in this forward-looking information. There are many factors which may cause such disparity, especially the instability of metal market prices, the results of fluctuations in foreign currency exchange rates or in interest rates, poorly estimated reserves, environmental risks (stricter regulations), unforeseen geological situations, unfavourable extraction conditions, political risks brought on by mining in developing countries, regulatory and governmental policy changes (laws and policies), failure to obtain the requisite permits and approvals from government bodies, or any other risk relating to mining and development. There is no guarantee that the circumstances anticipated in this forward-looking information will occur, or if they do occur, how they will benefit Robex. The forward-looking information is based on the estimates and opinions of Robex's management at the time of the publication of the information and Robex does not assume any obligation to make public updates or modifications to any of the forward-looking statements, whether as a result of new information, future events, or any other cause, except if it is required by securities laws.

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

Contact Information