Dr. Keith Barron reports
AURANIA ANNOUNCES LOAN AGREEMENT
Aurania Resources Ltd.'s chairman, president and chief executive officer, Dr. Keith Barron, has agreed to provide a loan of up to $750,000 to the company to be advanced from time to time in principal amounts as agreed by the parties.
Dr. Barron commented: "This loan provides the company with additional working capital to continue advancing its projects while preserving shareholder value. Importantly, this structure avoids immediate dilution and reflects my confidence in our strategy and our projects as we continue work on multiple fronts."
The loan is unsecured, bears interest at 2 per cent per annum, and matures 12 months and one day after demand for repayment is given by the lender, which may be provided at any time following the date hereof. The proceeds of the loan will be used to finance the company's preliminary economic assessment on the Balangero tailings retreatment project in Italy, including related laboratory/assay fees, and general working capital.
Dr. Barron is a related party of the company by virtue of the fact that he is the chairman, the president and chief executive officer, a promoter, and a principal shareholder of the company, and, as a result, each advance and repayment under the loan constitutes a related-party transaction for the purposes of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is relying upon an exemption from the formal valuation and minority shareholder approval requirements under MI 61-101 in respect of the related-party transactions in reliance on sections 5.5(a) and 5.7(1) of MI 61-101, respectively, as the fair market value of the related-party transaction, collectively, does not exceed 25 per cent of the company's market capitalization as determined in accordance with MI 61-101. The company did not file a material change report related to the loan more than 21 days before the expected closing of the loan as required by MI 61-101 as the company wished to organize the loan on an expedited basis for sound business reasons.
The loan was approved by the members of the board of directors of the company who are independent for purposes of the related-party transaction, all being directors other than Dr. Barron. No special committee was established in connection with the loan, and no materially contrary view or abstention was expressed or made by any director of the company in relation thereto.
About Aurania Resources Ltd.
Aurania is a mineral exploration company engaged in the identification, evaluation, acquisition and exploration of mineral property interests, with a focus on precious metals and critical energy in Europe and abroad.
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