PolyMet Agrees to Sell US$20 Million of Common Shares to Glencore
HOYT LAKES, MINNESOTA--(Marketwire - Nov. 30, 2011) - PolyMet Mining Corp. (TSX:POM)(NYSE Amex:PLM) ("PolyMet" or the "Company") announced today that it has entered into an agreement with Glencore AG ("Glencore") to sell in a private placement 13,333,333 common shares of the Company (the "New Shares") at US$1.50 per share for gross proceeds of US$20 million, before deducting offering expenses. Closing is subject to the receipt of regulatory approvals.
As part of the transaction, PolyMet agreed to issue to Glencore warrants to purchase 2,600,000 common shares of PolyMet at US$1.50 per share at any time until December 31, 2015, subject to mandatory exercise if the 20-day volume weighted average price of PolyMet shares is equal to or greater than 150% the exercise price and PolyMet provides notice to Glencore that it has received permits necessary to start construction of the North Met Project and availability of senior construction finance, in a form reasonably acceptable to Glencore. Following satisfaction of the conditions for mandatory exercise, if Glencore does not elect to exercise the warrants, the warrants will expire.
Approximately US$7.0 million of the proceeds from the sale of these shares will be used to repay outstanding notes (including interest) to Cliffs Natural Resources Inc. The balance will be for permitting and other costs (including general corporate purposes) associated with the NorthMet project.
The New Shares offered and to be sold in the private placement have not been registered under the United States Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration under the Securities Act and applicable state securities laws or an applicable exemption from those registration requirements.
This notice is issued pursuant to Rule 135c under the Securities Act and shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the New Shares in any state in which such offer, solicitation or sale, would be unlawful prior to the registration or qualification under the securities laws of any such state.
