PolyMet Mining Corporation has closed the second tranche of its previously announced private placement with Glencore AG, a wholly owned subsidiary of Glencore International plc issuing 5 million common shares of the Company at USD 2.00 per Share for gross proceeds of USD 10 million.
Separately, Glencore has acquired pursuant to a private transaction 9,200,547 common shares of PolyMet at a price of USD 1.4233 per share, from Cliffs Erie LLC, a wholly owned subsidiary of Cliffs Natural Resources Inc CLF +1.93% FR:CLF +1.36%.
Between 2004 and 2006, PolyMet issued an aggregate of 9,200,547 of its common shares to Cliffs in partial payment for the Erie Plant facilities in northeastern Minnesota. PolyMet retained the right to purchase or arrange for the purchase of these shares by a third party at a specified price if Cliffs decided to sell some or all of its position.
With completion of the second tranche of the Offering, Glencore has purchased common shares of PolyMet in the aggregate amount of USD 45.0 million and holds debentures of PolyMet in the aggregate principal amount of USD 28.2 million.
Including the Cliffs Shares and the Tranche 2 Shares, Glencore currently owns an aggregate of 28,634,509 common shares of PolyMet, representing 17.89% of the 160,045,791 common shares outstanding. In addition, Glencore has the right to exchange USD 28.2 million in debentures into an additional 7,053,445 common shares of PolyMet, to exercise outstanding warrants for an additional 3 million common shares of PolyMet at USD 2.00 per share and to acquire an additional 5 million common shares of PolyMet pursuant to the Offering. On a partially diluted basis, assuming that all such common shares are acquired by Glencore under the existing agreements, but excluding issuance of shares committed under existing share compensation agreements, Glencore would hold a total of 43,687,954 common shares representing approximately 24.95% of PolyMet's partially diluted common shares.
Glencore acquired the Cliffs Shares and the Tranche 2 Shares in the ordinary course of Glencore's business and may from time to time acquire additional securities of PolyMet and/or its subsidiaries, dispose of some or all of the existing or additional securities it holds or will hold, or may continue to hold its then current position.
The Tranche 2 Shares have not been registered under the United States Securities Act of 1933, as amended or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption under the Securities Act and applicable state laws.
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 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.
