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Abstract
Allana Potash Corp. (TSX:AAA) ("Allana" or the "Company") announces that it has secured a strategic alliance with ICL, one of the world's largest fertilizer producers, pursuant to which a wholly-owned subsidiary of ICL has entered into a definitive share purchase agreement (the "SPA") with Allana for an aggregate investment of $25 million in units of the Company ("Units") at a price of $0.47 per unit on a private placement basis (the "Offering") with the potential for a total investment of up to $84 million upon full exercise of the warrants comprising part of the Units. In addition, a wholly-owned subsidiary of ICL has entered into an offtake agreement (the "Offtake Agreement") with respect to the Company's Danakhil potash project in Ethiopia (the "Project"). The terms of the SPA also include the provision of technical assistance resources by ICL for the development and operation of the Project. The Unit issue price of $0.47 was determined at a 35% premium to the five day volume weighted average of Allana's market price on the TSX, and at a 45% premium to Allana's closing market price on the TSX, as of December 3, 2013, the date on which Allana and ICL commenced exclusive negotiations with respect to this transaction.
Except for statements of historical fact relating to the Company, certain information contained herein constitutes "forward-looking information" under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Statements with respect to mineral resource estimates, the anticipated use of proceeds of the Offering, the timing of closing of the Offering and the expected benefits of the strategic alliance with ICL are forward-looking statements. Forward-looking statements are based on the opinions, assumptions estimates of management as of the date such statements are made and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Such risks include the uncertainty with respect to the shareholder approval of the Second Tranche not being obtained, the fact that the expected benefits of the strategic alliance may not materialize, the inherent capital markets consequences of an equity controlling position, regulatory risks and such other risks as discussed in the risk factors sections of our latest annual information form, our technical reports and other continuous disclosure documents filed from time to time at www.sedar.com. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. The Company does not undertake to update any forward-looking statements or forward-looking information that are incorporated by reference herein, except in accordance with applicable securities laws.