DENVER, CO, Dec. 5, 2013 /CNW/ - Resource Capital Fund V L.P. ("RCF") is pleased to announce that it has completed a subsequent $5,000,000 investment in First Bauxite Corporation (the "Company"). RCF has acquired 40,000,000 common shares of the Company (each a "Share") pursuant to a private placement by the Company at a price of $0.125 per Share. The Shares represent an approximate 34.02% interest in the Company's common shares.
After giving effect to the subscription and including the 13,524,211 common shares previously held by RCF and its affiliates, assuming full exercise of the 5,858,490 common share purchase warrants previously held by RCF and its affiliates and assuming full conversion of the non-interest bearing convertible notes ("Notes") in the aggregate principal amount of $8,000,000, which Notes are convertible into common shares of the Company at a price of $0.83 per common share, and further assuming that no other convertible securities of the Company are converted or exchanged, RCF and its affiliates would hold 69,021,255 common shares of the Company, representing approximately 51.87% of the then outstanding common shares of the Company.
In addition, RCF holds an option to purchase additional Notes from the Company in the aggregate principal amount of US$20 million (the "Second Tranche Notes") which will be convertible into common shares of the Company based on the formula as described in the joint press release issued on January 20, 2011. As the number of common shares issuable to RCF is contingent, in part, upon future values and share prices, the number of shares that RCF could acquire should it purchase the Second Tranche Notes and exercise its conversion rights in full cannot be determined at this time. However, based on the current minimum conversion price, RCF would acquire a minimum of 16,612,903 additional shares (assuming a conversion price of CDN$1.24 and an exchange rate of US$1.00 equals CDN $1.03). Assuming full exercise or conversion of all securities held by RCF and its affiliates on this basis and that no other convertible securities of the Company were converted or exchanged, RCF and its affiliates would hold approximately 85,634,158 common shares of the Company, representing approximately 57.21% of the then outstanding common shares of the Company.
RCF purchased the securities for investment purposes and may or may not purchase or sell securities of the Company in the future on the open market or in private transactions, depending on market conditions and other factors.
For further information and to obtain a copy of the early warning report filed under applicable Canadian securities laws in connection with the transactions hereunder, please see the Company's profile on the SEDAR website www.sedar.com.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE: Resource Capital Fund V L.P.
For further information:
Resource Capital Fund V L.P.
1400 Sixteenth Street, Suite 200,
Denver, CO, 80202
Telephone: (720) 946-1444