FortisMiningLimitedABN57143441285Level5,15-?‐19ClaremontStSouthYa...

Fortis
Mining
Limited
ABN
57
143
441
285
Level
5,
15-?‐19
Claremont
St
South
Yarra
VIC
3141
tel:
+61
3
9020
0105
|
fax:
+61
3
9015
6468
email:
[email protected]
15
March
2011
ASX
Announcement
Fortis
Mining
secures
new
$60,000,000
equity
facility
limit
from
GEM
Further
to
the
announcement
made
on
7
February
2011,
the
Board
of
Fortis
Mining
Limited
(ASX:FMJ)
(the
Company)
is
pleased
to
advise
the
market
and
shareholders
that
following
extensive
discussions
with
global
investment
fund,
Global
Emerging
Markets
(GEM),
the
Company
has
negotiated
an
increase
in
the
original
equity
facility
limit
from
$10,000,000
to
$60,000,000.
The
revised
terms
are
set
out
in
a
terms
sheet
and
engagement
letter
executed
by
the
Company
today
and
can
be
used
for
general
working
capital
and
corporate
purposes,
including
the
recently
announced
proposed
acquisition
of
the
Kazakhstan
Potash
assets.
The
equity
facility
is
subject
to
the
finalisation
of
the
definitive
transaction
documents
and
also
to
relevant
shareholder
approval.
In
summary,
the
revised
equity
line
facility
has
a
term
of
three
years
and
enables
the
Company,
at
any
time,
to
issue
a
Draw
Down
Notice.
Once
a
Draw
Down
Notice
is
issued,
a
15
day
Draw
Down
Pricing
Period
commences.
At
the
end
of
the
Draw
Down
Pricing
Period,
GEM
will
pay
a
price
equal
to
90%
of
the
average
closing
trading
price
during
the
Draw
Down
Pricing
Period.
The
Company
may
issue
a
Draw
Down
Notice
for
up
to
700%
of
the
average
trading
value
for
the
15
trading
days
prior
to
the
Draw
Down
Notice.
As
part
of
the
terms
sheet,
the
Company
must
pay
to
GEM
Investments
America
(GEMIA)
a
2%
commitment
fee
(payable
from
the
proceeds
of
the
first
draw
down).
As
an
incentive
to
GEM
entering
into
the
equity
facility,
the
Company
has
agreed
to
issue
to
GEM
10,000,000
options
with
a
strike
price
of
$2
each.
The
options
have
a
term
of
5
years
and
carry
an
annual
cancel
and
reissue
right
under
which
the
options
may
be
cancelled
and
reissued
at
a
lower
exercise
price
if
the
share
price
falls
below
$2
or
the
closing
price
of
the
Company?s
shares
on
the
anniversary
of
the
prior
year.
The
option
incentive
includes
a
penalty
fee
of
up
to
approximately
$11m
should
the
Company
fail
to
issue
the
options
to
GEM
within
prescribed
time
frames.
The
new
equity
facility
terms
replaces
the
previously
announced
terms.
The
Company
will
be
looking
to
call
a
general
meeting
of
shareholders
within
the
coming
weeks
in
order
to
obtain
the
necessary
approvals
from
shareholders
in
respect
to
the
equity
facility.
For
further
information:
Jitto
Arulampalam
Frank
Cannavo
Executive
Chairman
Executive
Director
+61
421
617
766
+61
408
888
781