Aguia Private Placement Oversubscribed and Priced at a Premium

 Not for distribution to United States newswire services or for dissemination in the United States

TORONTO, March 31, 2019 — Aguia Resources Limited (ASX: AGR, TSXV: AGRL) (“Aguia” or “Company”) is pleased to announce that it has closed a private placement financing for gross proceeds of C$874,708.44. These funds were raised in connection with the issuance of 7,289,237 Ordinary Shares (the “Ordinary Shares”) via a non-brokered private placement to sophisticated and institutional investors at a price of C$0.12 per Ordinary Share (the “Placement”). 

The Company intends to use the proceeds from the Placement as follows:

• Ongoing exploration of the Rio Grande Copper prospects;
• Finalization of environmental permitting for the Três Estradas phosphate deposit;
• Previously announced payments for acquisition of copper and phosphate properties;
• Strengthening the balance sheet; and
• Lease maintenance and general working capital purposes.

Each Ordinary Share issued will rank equally with existing Ordinary Shares.  All Ordinary Shares issued pursuant to the Placement are fully tradeable and listed on the ASX or TSX Venture Exchange.  The Ordinary Shares issued in connection with the Placement that are listed on the TSX Venture Exchange will be subject to a 4 month hold period from the date of issue. The hold period does not apply to ASX Ordinary Shares.  Closing of the Placement remains subject to customary closing conditions including, but not limited to, the final approval of securities regulatory authorities, the Australian Stock Exchange and the TSX Venture Exchange.

The issue of the Ordinary Shares has been completed in accordance with the Company’s existing placement capacity pursuant to the ASX Listing Rule 7.1.  The Company expects that the new shares to be issued will be allotted on or before April 5, 2019. 

The securities described herein have not been, and will not be, registered under the U.S. Securities Act or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

In addition to the Placement, Aguia also announces that certain Directors and Officers of the Company (the “Lenders”) have agreed to provide non-interest bearing, unsecured loans to the Company totalling C$200,000 (the “Loans”).  Aguia has the option to repay the Loans in cash or in Ordinary Shares of the Company.  The Loans will mature at the earlier of the next meeting of Aguia Shareholders or December 31, 2019. Subject to receipt of shareholder approval at the Company’s next Shareholder meeting, the Loans will be convertible to Ordinary Shares at a conversion price which will be the greater of i) C$0.12 or, ii) 5-day VWAP of Aguia’s shares at the date shareholder approval is obtained.  Directors and Officers providing the loan include Managing Director Justin Reid, Executive Chairman Paul Pint, Chief Commercial Officer Catherine Stretch and VP Investor Relations Spyros Karellas. Proceeds from the loans will be used for general working capital purposes.

Managing Director Justin Reid commented, “We are very pleased with the outcome of this private placement.  Due to strong demand, the shares being issued through the placement are priced at C$0.12 which represents a 50% premium to the closing price of AGRL on the TSX Venture Exchange prior to the launch of the private placement.  Funds from the private placement will be used to realize key milestones over the next few months including finalisation of the environmental permit for Trȇs Estradas and advancing a potential spinout of our new Rio Grande copper discovery.” 

“In addition to the proceeds from the placement, members of senior management including myself will be providing additional funding to the Company through a loan facility which will be convertible to shares once shareholder approval has been obtained.  2019 is off to a great start for Aguia and we look forward to reporting back to shareholders on our progress over coming weeks and months.”