{kanada_flagge}Brixton Metals Corporation (TSXV: BBB, OTCQB: BBBXF; FRA: 8BX1) now has a new anchor shareholder. Through a wholly owned subsidiary, BHP Group, one of the world’s largest mining groups, is acquiring a strategic 19.9 percent common share interest in the Canadian explorer.
{kanada_flagge}Brixton Metals Corporation (TSXV: BBB, OTCQB: BBBXF; FRA: 8BX1) now has a new anchor shareholder. Through a wholly owned subsidiary, BHP Group, one of the world’s largest mining groups, is acquiring a strategic 19.9 percent common share interest in the Canadian explorer.
The investment is in the form of a private placement at a share price of C$0.18. Depending on whether the existing major shareholder Crescat Portfolio Management (current stake 13.4 percent) exercises its subscription rights, Brixton will receive between CAD 13.4 and 16.1 million in fresh capital. BHP’s investment is intended to advance the company’s Thorn project in northwestern British Columbia, Canada. The Thorn project is located within the traditional territory of the Taku River Tlingit and Tahltan First Nations. No finder’s fee will be paid in connection with the private placement.
Chairman & CEO Gary Thompson stated, “We are pleased to welcome BHP, a leading global resource company, to Brixton’s share register and believe their investment speaks to the strength of the Thorn Project and Brixton’s geological team. We believe the Thorn Project has the potential to help meet the immense demand for critical metals such as copper as our economy transitions to a sustainable, low-carbon and electrified world.”
Brixton intends to use the proceeds from the private placement for exploration expenditures at the Thorn Project, and the terms of the investment agreement require that at least 90% of the proceeds from the private placement be used for the Thorn Project.
The exact number of common shares issued by the Company and the proceeds received therefrom will depend on whether Crescat Portfolio Management LLC exercises its right to participate proportionately in the Company’s equity financings to maintain its current interest in the common shares, which is approximately 13.47% according to public filings. If Crescat does not exercise its participation rights, 74,363,172 common shares will be issued to BHP for aggregate gross proceeds of CAD13.4 million. If Crescat exercises its participation rights in full, it is expected that 77,354,983 common shares will be issued to BHP for aggregate gross proceeds of CAD 13.9 million and 12,042,415 common shares will be issued to Crescat for aggregate gross proceeds of CAD 2.2 million.
In connection with the private placement, Brixton entered into an investment agreement with BHP to complete the private placement and, therein, granted BHP certain rights and privileges, including certain participation and accretion rights that will allow BHP to acquire common shares in the future on a pro rata basis to maintain its ownership position, prospectus qualification/registration rights; the right to require the Company to form a joint technical advisory committee with BHP to advance the Brixton Projects; the right to nominate either a director or an observer to the Brixton Board of Directors; the right of first offer on a transfer of all or part of the Thorn Project, the right of first refusal on a net smelter return in excess of 1% in respect of the Thorn Project and certain information and access rights.
About the Thorn Project
The 2,863 square kilometer Thorn Project is 100% owned by Brixton and is located in northwestern British Columbia at the northern extent of the well-known Golden Triangle in Canada, approximately 90 km northeast of Juneau, AK. The southwest claim boundary is approximately 50 km from the coast. The project hosts a rapidly growing Eocene-Cretaceous-Jurassic-Triassic porphyry copper belt of district size. The first known exploration on the Thorn Project was conducted by Cominco in 1952, Kennco in 1959, and Chevron Minerals in the 1980s. To date, fourteen large-scale copper-gold targets have been identified on the project that warrant further exploration work.
The private placement is subject to TSX Venture Exchange approval and other customary closing conditions and is expected to close in mid-November.
Conclusion: The strategic investment by BHP in Brixton is like an accolade for the company and its Thorn project, which is just one of a number of promising exploration projects in Brixton’s portfolio. Brixton shareholders may feel vindicated by the major’s entry. Apparently, the decision-makers at BHP have also recognized the great potential of the Thorn porphyry. Only a few weeks ago, Brixton had completed a small capital round of around CAD 2.6 million at CAD 0.135. Now, BHP is paying as much as CAD 0.135 for the Thorn porphyry. Now BHP is paying CAD 0.18, which corresponds to a premium of around 33 percent. The investment not only brings fresh capital into the company’s coffers, but above all strengthens Brixton’s credibility in the market. It is quite possible that the company will now be on the watch list of more institutional investors. We are happy for Brixton and its CEO Gary Thompson. He will be personally present at the Goldinvest booth at the precious metals fair in Munich on Friday, November 4 and Saturday, November 5.
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