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Energizer
Resources Inc. (TSX-V:EGZ - News) (OTC.BB:ENZR - News) (Frankfurt:YE5 - News) ("Energizer"
or the "Company") announces the closing of the first tranche of its
previously announced non-brokered private placement (the
"Offering"). In this first tranche, 25,369,433 units were
subscribed for at U.S.$0.45 per unit for total gross
proceeds of U.S.$11,416,245.
Each
Unit is comprised of one common share of the Company and one-half of one
common share purchase warrant. Each whole Purchase Warrant entitles the
holder to purchase one common share of the Company at an exercise price of
US$0.75 for a period of 24 months from the date of issue.
All
securities to be issued in connection with this Offering will be subject to a
statutory six-month hold period as required by the U.S. authorities from the
date of issue. All securities issued in connection with the Offering will
also be subject to a four-month hold period in Canada from the date of issue.
Completion of the Offering remains subject to approval of the applicable
regulatory authorities, including the TSX Venture Exchange.
First
Tranche Investors
The
following is a list of the investors who participated in the first tranche of
the Offering:
-- Total
gross proceeds of U.S.$5,000,000 were subscribed through
MacDougall,
MacDougall & MacTier Inc., which acted as a
non-brokered
agent.
-- KS Centoco
Ltd., a private manufacturing company based in Ontario,
subscribed for total
gross proceeds of U.S.$2,000,000
-- Canadian institutional
investors on behalf of managed accounts
subscribed, in
aggregate, for total gross proceeds of U.S.$1,500,000
-- Certain European merchant
banking firms and other private investors
subscribed for total
gross proceeds of U.S.$2,916,245
In
connection with the closing of the first tranche of the Offering, the Company
paid finders' fees consisting of a cash fee of 6% to certain eligible finders
totaling U.S.$460,800, and compensation warrants
equal to 6% of the units sold totaling 1,023,999 compensating warrants. Each
full compensation warrant entitles the holder to acquire one (1) Common Share
of the Company at U.S.$0.45 per Common Share for a
period of twenty-four months from the date of issue.
The
Company intends to close the second and final tranche of the Offering by
February 8, 2011.
Energizer
Strengthens Special Advisory Committee
The
Company is pleased to announce the appointment of Anthony G. Toldo to Energizer's Special Advisory Committee, which
currently consists of Brian Tobin, Chairman, and Peter Harder.
As
President of KS Centoco Ltd. and a number of its
related corporations comprising the Toldo Group,
Mr. Toldo brings considerable experience,
relationships and expertise to the committee. Mr. Toldo
is expected to be integral in championing potential vertical integration and
downstream partner opportunities for Energizer.
The
Toldo Group is based in Windsor, Ontario and is
composed of several privately held corporations that manufacture and operate
in diversified sectors including automotive, quick serve restaurant,
aviation, and gaming and entertainment industries. Mr. Toldo
has also served as a director on several boards, including not for profit and
publicly traded organizations.
"We
are pleased to welcome Mr. Toldo to our special
advisory board and look forward to working with him to advance vertical
integration and other opportunities for our Green Giant vanadium
project", said Julie Lee Harrs, President and
COO of Energizer.
Use
of Funds
Proceeds
of the Offering will be used by the Company to complete a National Instrument
43-101 preliminary economic assessment, including advanced metallurgical test
work to optimize the process flow sheet, for additional exploration and for
general working capital requirements.
Addendum
By
press release dated December 9th, 2010, the Company announced that Objective
Capital Research Limited had initiated research coverage on the Company (the
"Report"). As noted in the Report, the Report was sponsored by
Energizer and therefore the Company paid fees in connection with the Report.
About
the Green Giant Vanadium Project
The
Green Giant vanadium project, located in Madagascar, is 100% owned by
Energizer. The Company has a National Instrument 43-101 compliant indicated
resource estimate of 49.5 million tonnes at an
average grade of 0.693% vanadium pentoxide
("V2O5") containing 756.3 million pounds of V2O5 and an inferred
resource of 9.7 million tonnes at an average grade
of 0.632% V2O5 containing 134.5 million pounds of V2O5. With this resource
estimate, the Green Giant deposit currently ranks as the third largest known
vanadium deposit in the world, with 75% of the 21-kilometre (18 mile)
stratigraphic trend of vanadium remaining open for drilling.
About
Energizer Resources
Energizer
Resources Inc. is a mineral exploration and development company based in
Toronto, Canada. The Company's common shares are traded on the TSX Venture
Exchange under the symbol EGZ, on the Over-The-Counter Bulletin Board under
the symbol ENZR, and on the Frankfurt Exchange under the symbol YE5.
For
more information, please visit our website at www.energizerresources.com.
Cautionary
Statement: The above resource estimates were calculated in accordance with
National Instrument 43-101 as required by Canadian securities regulatory
authorities. For United States reporting purposes, Industry Guide 7 (under
the Securities Exchange Act of 1934), as interpreted by the Staff of the SEC,
applies different standards in order to classify mineralization as a reserve.
Among other things, the terms "measured", "indicated" and
"inferred" mineral resources are required pursuant to National
Instrument 43-101, the U.S. Securities and Exchange Commission does not
recognize such terms. Canadian standards differ significantly from the
requirements of the U.S. Securities and Exchange Commission, and mineral
resource information contained herein is not comparable to similar
information regarding mineral reserves disclosed in accordance with the
requirements of the U.S. Securities and Exchange Commission.
Mineral
resources are not mineral reserves and do not have demonstrated economic
viability. This mineral resource estimate includes inferred resources that
are normally considered too speculative geologically to have economic
considerations applied to them that would enable them to be categorized as
mineral reserves. There is also no certainty that the inferred mineral
resource will be converted to the measured and indicated mineral resource
categories through further drilling, or into a mineral reserve once economic
considerations are applied.
U.S.
investors should understand that "inferred" mineral resources have
a great amount of uncertainty as to their existence and great uncertainty as
to their economic and legal feasibility. In addition, investors are cautioned
not to assume that any part or all of the Company's mineral resources
constitute or will be converted into reserves. Safe Harbour
Statement: The TSX Venture Exchange does not accept responsibility for the
adequacy or accuracy of this press release issued by the Company. This press
release may contain forward-looking statements that may involve a number of
risks and uncertainties. Actual events or results could differ materially
from expectations and projections set out herein.
Forward-looking
statements include, receipt of regulatory approval, statements on the
proposed use of proceeds; completion of financing on terms proposed; the
ability to raise additional funds as required; the development potential and
timetable of the Company's properties and minerals; the current and future
price of minerals the Company explores; the estimated size of mineral
deposits on the Company's properties; the realization of those mineral
deposit estimates; the timing and amount of estimated future exploration,
development and production; costs of future exploration, development and
production activities; success of exploration activities; government
regulatory matters; discussion of political and environmental risks.
Forward-looking
statements are based on the opinions and estimates of management of the
Company. Forward-looking statements are subject to known and unknown risks
that may cause actual results to be materially different from stated opinions
and estimates of management. Some of the Company's more material risks are:
availability and timing of external financing; unexpected events and delays
during exploration; receipt of government and stock exchange approvals;
results of current exploration activities; future price of minerals;
political risks in the locations of the Company's properties;
appreciation/depreciation of foreign currencies relative to the United States
Dollar (the Company's functional currency) and other risks inherent in the
mining and exploration industry.
While
Company's management has attempted to determine the factors that could cause
actual results to differ materially from estimated results contained in
forward-looking statements, there may be other factors that cause results not
to be as anticipated. The Company provides no assurance that such
forward-looking statements will prove accurate or not materially different
than projected. Therefore readers of this and other press releases issued by
the Company should not place unreasonable reliance on stated forward-looking
statements.
Neither
the TSX Venture Exchange nor its Regulation Services Provider (as such term
is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
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