Avanti Mining Announces Definitive Agreement for Conversion by RCF of 75% of the Convertible Loan into Units
Vancouver, British Columbia: Avanti Mining Inc. ("Avanti") announces that it has entered into a definitive agreement with Resource Capital Fund IV L.P. ("RCF") for the previously announced conversion of US$15,116,667 of the existing Convertible Bridge Loan into units of Avanti at a conversion price of C$0.16 per unit. Each Unit will consist of one common share and one half of one share purchase warrant. Each whole warrant will give RCF the right to purchase one share for a period of four years from the date of issuance at an exercise price $0.216. RCF has further agreed to fix the conversion price of the remaining loan of US$5,000,000 to be equal to $0.24 until Avanti completes its next equity offering and thereafter the conversion price will be equal to the price at which Avanti makes its next equity offering.
With this conversion, RCF will receive 101,969,919 common shares and 50,980,959 warrants, bringing their current ownership in the company to 133,657,339 shares, or 52.6%. RCF has the right to participate in future equity financing by Avanti on the same terms as third party investors on a prorated basis to maintain a 40% ownership in Avanti and has no other pre-emptive rights.
This agreement is subject to approval by a majority of the shares, other than shares held by RCF, voted at the November 5, 2009 shareholders' meeting of Avanti called to approve the transaction. Avanti has received the approval of the TSX-V for the transaction, subject only to the receipt of the required shareholder approval at the meeting. At the conclusion of this transaction, Avanti will have 253,998,362 shares issued and outstanding.
Avanti is focused on the development of the past producing Kitsault molybdenum mine located north of Prince Rupert in British Columbia.
For further information, please visit www.avantimining.com, or contact:
Craig J. Nelsen, Chief Executive Officer, 303-565-5491, extension 13, or
Cheryl A. Martin, Senior Vice President, Investor Relations, 303-565-5491, extension 12
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements: This news release contains certain forward-looking information concerning the business of Avanti Mining Inc. (the "Corporation"). All statements, other than statements of historical fact, included herein including, without limitation; anticipated dates for receipt of permits and approvals, construction and production, and other milestones; anticipated results of drilling programs, feasibility studies and other analyses; estimated timing and amounts of future expenditures, and the Corporation's future production, operating and capital costs, operating or financial performance, are forward-looking statements. These forward-looking statements are based on the opinions of management at the date the statements are made and are based on assumptions and subject to a variety of risks and uncertainties and other factors that could cause actual events to differ materially from those projected in forward-looking statements. Important factors that could cause actual results to differ materially from the Corporation's expectations include fluctuations in commodity prices and currency exchange rates; uncertainties relating to interpretation of drill results and the geology, continuity and grade of mineral deposits; uncertainty of estimates of capital and operating costs, recovery rates, production estimates and estimated economic return; the need for cooperation of government agencies and native groups in the exploration and development of properties and the issuance of required permits; the need to obtain additional financing to develop properties and uncertainty as to the availability and terms of future financing; the possibility of delay in exploration or development programs or in construction projects and uncertainty of meeting anticipated program milestones; uncertainty as to timely availability of permits and other governmental approvals; and other risks and uncertainties disclosed in the Corporation's prospectus dated July 31, 2007, which is available at www. Sedar.com. The Corporation is under no obligation to update forward-looking statements if circumstances or management's opinions should change, except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking statements.
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