|By Marketwired .||
|August 27, 2014 08:00 PM EDT||
VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 08/28/14 -- Tintina Resources Inc. ("Tintina" or the "Company") (TSX VENTURE:TAU)(OTCQX:TINTF) is pleased to announce that Sandfire Resources NL has agreed to purchase 80 million units of the Company at a price of $0.20 per unit for gross proceeds of $16 million.
Sandfire is an ASX listed company based in Perth, Australia and the owner and operator of the DeGrussa Copper-Gold Mine. The closing of the private placement will give Sandfire an initial 36% stake in the Company. The funds raised will enable the Company to continue work on a feasibility study and a mine operating permit application for the Company's Black Butte Copper Project, Montana.
"We are pleased to welcome Sandfire to our roster of high quality institutional shareholders. Sandfire is one of the most exciting emerging mid-tier copper producing companies in the world. Their investment into Tintina demonstrates that they clearly recognize the quality of the asset and the level of investment necessary to advance the Black Butte project through feasibility and permitting. With their development and operating experience in bringing the highly successful DeGrussa mine into production, we believe they will add to the success of our development team already in place in Montana. This transaction brings a well funded, mining savvy operator to the Tintina team which will be very beneficial to shareholders and all Montana stakeholders alike," stated Chairman of the Board, Rick Van Nieuwenhuyse.
The units will be comprised of 80 million common shares and the following warrants to purchase additional common shares:
-- 20 million Class A warrants exercisable at $0.28 per share for a period of two years following closing, -- 20 million Class B warrants exercisable at $0.32 per share for a period of three years following closing, and -- 40 million Class C warrants exercisable at $0.40 per share for a period of five years following closing.
If all of the warrants are exercised, the aggregate proceeds from the transaction will be approximately $44 million and Sandfire's interest would increase to 53% on an undiluted basis, assuming no other shares are issued.
The warrants are subject to early expiry, if, over twenty consecutive trading days in the last three months prior to the natural expiry date of each class of warrants, the Volume Weighted Average Price of Tintina's shares on the TSX-V is at least 120% of the exercise price and Sandfire does not exercise the relevant class of warrants in full. Early expiry of any class of warrants causes all subsequent warrants to also expire.
The transaction is subject to the approval of the TSX-V and will require shareholder approval of Sandfire as a new "control person". Tintina's existing strategic shareholders, Quantum Partners LP and Electrum Strategic Metals LLC, who together hold approximately 57.9% of the currently outstanding shares, have agreed to vote for the completion of this transaction and accordingly shareholder approval will be obtained by consent.
Following the closing of the transaction, the Company will have cash on hand of approx. $18.5 million with approximately 222 million shares outstanding.
As part of the transaction, Tintina will grant Sandfire the right to nominate the President and Chief Executive Officer and two members of the Tintina Board. At closing, Mr. Bruce Hooper, Sandfire's Chief Business Development Officer, will be appointed President and Chief Executive Officer and a director of Tintina on a secondment basis, in place of Mr. Gerald Booth, Tintina's Interim CEO and a director, who was planning to retire. In addition, Sandfire will be granted the right to participate in future financings on a pro-rata basis. These various investor rights will remain in place for as long as Sandfire's ownership in the Company is 30% or more on a non-diluted basis.
VP of Exploration Jerry Zieg states, "This investment by Sandfire is a very welcome development for our community and statewide in Montana. What a great opportunity for all of us to be a part of creating a new economic driver for Central Montana. We welcome Sandfire's assistance and their exceptional technical and operational expertise. We are also pleased with their recognition and acceptance of maintaining the current Tintina management team as an integral part of the Black Butte project going forward. With Sandfire's financial and technical support, we can realize our vision of a 21st century mining operation that fits well with our ranching community and protects the landscape and waterways we all value."
It is also expected that directors Mr. Ken Collison and Mr. Steven Khan will resign concurrently with the closing of the transaction, but will continue in a consulting capacity. Mr. Rick Van Nieuwenhuyse will continue as a director and non-Executive Chairman.
ABOUT TINTINA RESOURCES INC.
Tintina Resources Inc. is a growth company focused on the exploration, development, and mining of its 100% owned flagship property, the Black Butte Copper project in central Montana, USA. The Company is led by a highly experienced executive management team that has a successful track record of building shareholder value through exploration, corporate finance, and mine development.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-Looking Statements: Certain disclosures in this release constitute "forward-looking information" within the meaning of Canadian securities legislation, including statements regarding the proposed transaction with Sandfire Resources NL, the Company's plans for advancing the Black Butte Copper Project and anticipated results. In making the forward-looking statements in this release, the Company has applied certain factors and assumptions that the Company believes are reasonable, including that the TSX Venture Exchange will approve the proposed transaction and that the transaction will complete on the basis currently contemplated, results of exploration and development activities are consistent with management's expectations, that the Company is able to obtain any government or other regulatory approvals and any required financing and that the Company's exploration and development activities will not be affected by actions of environmental activists or other special interest groups. However, the forward-looking statements in this release are subject to numerous risks, uncertainties and other factors, including those relating to Tintina's operation as a mineral exploration and development company and the Black Butte Copper Project, that may cause future results to differ materially from those expressed or implied in such forward-looking statements, including the risks that the TSX Venture Exchange will not approve the proposed transaction and that the transaction will otherwise not complete on the basis currently contemplated or at all, that results of exploration and development activities will not be consistent with management's expectations, that the Company is not able to obtain any government or other regulatory approvals or required financing and interference with the Company's exploration or development activities by environmental activists or other special interest groups. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Readers are cautioned not to place undue reliance on forward-looking statements. Tintina does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.
ElasticBox, the agile application delivery manager, announced freely available public boxes for the DevOps community. ElasticBox works with enterprises to help them deploy any application to any cloud. Public boxes are curated reference boxes that represent some of the most popular applications and tools for orchestrating deployments at scale. Boxes are an adaptive way to represent reusable infrastructure as components of code. Boxes contain scripts, variables, and metadata to automate proces...
Sep. 3, 2015 09:30 PM EDT Reads: 106
To support developers and operations professionals in their push to implement DevOps principles for their infrastructure environments, ProfitBricks, a provider of cloud infrastructure, is adding support for DevOps tools Ansible and Chef. Ansible is a platform for configuring and managing data center infrastructure that combines multi-node software deployment, ad hoc task execution, and configuration management, and is used by DevOps professionals as they use its playbooks functionality to autom...
Sep. 3, 2015 09:15 PM EDT
All major researchers estimate there will be tens of billions devices - computers, smartphones, tablets, and sensors - connected to the Internet by 2020. This number will continue to grow at a rapid pace for the next several decades. With major technology companies and startups seriously embracing IoT strategies, now is the perfect time to attend @ThingsExpo, November 3-5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Learn what is going on, contribute to the discussions, and e...
Sep. 3, 2015 08:30 PM EDT Reads: 137
Skeuomorphism usually means retaining existing design cues in something new that doesn’t actually need them. However, the concept of skeuomorphism can be thought of as relating more broadly to applying existing patterns to new technologies that, in fact, cry out for new approaches. In his session at DevOps Summit, Gordon Haff, Senior Cloud Strategy Marketing and Evangelism Manager at Red Hat, discussed why containers should be paired with new architectural practices such as microservices rathe...
Sep. 3, 2015 08:00 PM EDT Reads: 441
Containers are not new, but renewed commitments to performance, flexibility, and agility have propelled them to the top of the agenda today. By working without the need for virtualization and its overhead, containers are seen as the perfect way to deploy apps and services across multiple clouds. Containers can handle anything from file types to operating systems and services, including microservices. What are microservices? Unlike what the name implies, microservices are not necessarily small,...
Sep. 3, 2015 08:00 PM EDT Reads: 161
Puppet Labs is pleased to share the findings from our 2015 State of DevOps Survey. We have deepened our understanding of how DevOps enables IT performance and organizational performance, based on responses from more than 20,000 technical professionals we’ve surveyed over the past four years. The 2015 State of DevOps Report reveals high-performing IT organizations deploy 30x more frequently with 200x shorter lead times. They have 60x fewer failures and recover 168x faster
Sep. 3, 2015 07:15 PM EDT Reads: 103
This Enterprise Strategy Group lab validation report of the NEC Express5800/R320 server with Intel® Xeon® processor presents the benefits of 99.999% uptime NEC fault-tolerant servers that lower overall virtualized server total cost of ownership. This report also includes survey data on the significant costs associated with system outages impacting enterprise and web applications. Click Here to Download Report Now!
Sep. 3, 2015 05:30 PM EDT Reads: 361
It’s been proven time and time again that in tech, diversity drives greater innovation, better team productivity and greater profits and market share. So what can we do in our DevOps teams to embrace diversity and help transform the culture of development and operations into a true “DevOps” team? In her session at DevOps Summit, Stefana Muller, Director, Product Management – Continuous Delivery at CA Technologies, answered that question citing examples, showing how to create opportunities for ...
Sep. 3, 2015 05:15 PM EDT Reads: 532
SYS-CON Events announced today that G2G3 will exhibit at SYS-CON's @DevOpsSummit Silicon Valley, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Based on a collective appreciation for user experience, design, and technology, G2G3 is uniquely qualified and motivated to redefine how organizations and people engage in an increasingly digital world.
Sep. 3, 2015 05:00 PM EDT Reads: 544
Too often with compelling new technologies market participants become overly enamored with that attractiveness of the technology and neglect underlying business drivers. This tendency, what some call the “newest shiny object syndrome,” is understandable given that virtually all of us are heavily engaged in technology. But it is also mistaken. Without concrete business cases driving its deployment, IoT, like many other technologies before it, will fade into obscurity.
Sep. 3, 2015 04:30 PM EDT Reads: 429
Whether you like it or not, DevOps is on track for a remarkable alliance with security. The SEC didn’t approve the merger. And your boss hasn’t heard anything about it. Yet, this unruly triumvirate will soon dominate and deliver DevSecOps faster, cheaper, better, and on an unprecedented scale. In his session at DevOps Summit, Frank Bunger, VP of Customer Success at ScriptRock, will discuss how this cathartic moment will propel the DevOps movement from such stuff as dreams are made on to a prac...
Sep. 3, 2015 04:00 PM EDT Reads: 259
The 3rd International WebRTC Summit, to be held Nov. 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA, announces that its Call for Papers is now open. Topics include all aspects of improving IT delivery by eliminating waste through automated business models leveraging cloud technologies. WebRTC Summit is co-located with 15th International Cloud Expo, 6th International Big Data Expo, 3rd International DevOps Summit and 2nd Internet of @ThingsExpo. WebRTC (Web-based Real-Time Com...
Sep. 3, 2015 03:00 PM EDT Reads: 1,605
As more and more data is generated from a variety of connected devices, the need to get insights from this data and predict future behavior and trends is increasingly essential for businesses. Real-time stream processing is needed in a variety of different industries such as Manufacturing, Oil and Gas, Automobile, Finance, Online Retail, Smart Grids, and Healthcare. Azure Stream Analytics is a fully managed distributed stream computation service that provides low latency, scalable processing of ...
Sep. 3, 2015 02:45 PM EDT Reads: 387
SYS-CON Events announced today that DataClear Inc. will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. The DataClear ‘BlackBox’ is the only solution that moves your PC, browsing and data out of the United States and away from prying (and spying) eyes. Its solution automatically builds you a clean, on-demand, virus free, new virtual cloud based PC outside of the United States, and wipes it clean...
Sep. 3, 2015 02:45 PM EDT Reads: 481
In 2014, the market witnessed a massive migration to the cloud as enterprises finally overcame their fears of the cloud’s viability, security, etc. Over the past 18 months, AWS, Google and Microsoft have waged an ongoing battle through a wave of price cuts and new features. For IT executives, sorting through all the noise to make the best cloud investment decisions has become daunting. Enterprises can and are moving away from a "one size fits all" cloud approach. The new competitive field has ...
Sep. 3, 2015 02:45 PM EDT Reads: 174