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PUBLICATION, DISTRIBUTION OR DISSEMINATION IN THE UNITED STATES/
TORONTO, March 14, 2013 /CNW/ - Largo Resources Ltd. (TSX-V:LGO) ("Largo" or
the "Company") is pleased to announce that it has closed its previously
announced private placement of common shares (the "Offering") through the
issuance of 27,747,823 common shares of the Company (the "Common Shares") at a
price of C$0.23 per Common Share for aggregate gross proceeds of
$6,381,999.29, all in accordance with the terms contained in a press release
dated March 4, 2013. Largo intends to use the net proceeds of the Offering for
general corporate purposes.
Largo is pleased to announce that funds managed by Arias Resource Capital
Management LP (the "ARC Funds") and funds managed by Mackenzie Investments
("Mackenzie") participated in the Offering and acquired a significant
proportion of the Common Shares issued in the Offering. The ARC Funds and
Mackenzie are insiders of the Company by virtue of their ownership of Common
Shares prior to closing. Upon closing of the Offering, the ARC funds own an
aggregate of 179,308,350 Common Shares, representing 19.98% of the issued and
outstanding Common Shares. Upon closing of the Offering, Mackenzie holds an
aggregate of 140,558,228 Common Shares representing 15.66% of the issued and
outstanding Common Shares.
The Common Shares issued pursuant to the Offering will be subject to a
regulatory hold period of four months and one day from the date of issuance.
The Offering remains subject to final TSX Venture Exchange acceptance of
requisite regulatory filings.
The Offering was considered and approved by the board of directors of the
Company. J. Alberto Arias, a director of Largo who is also the sole director
of each of the general partners of the ARC Funds and indirectly controls Arias
Resource Capital Management LP, declared a conflict and recused himself from
voting on the Offering. There was no materially contrary view or abstention by
any director approving the Offering.
Pursuant to Multilateral Instrument 61-101 - Protection of Minority Security
Holders in Special Transactions ("MI 61-101"), the proposed purchase by the
ARC Funds and Mackenzie was a "related party transaction". The Company was
exempt from the requirements to obtain a formal valuation or minority
shareholder approval in connection with the Offering in reliance on sections
5.5(a) and 5.7(a), respectively, of MI 61-101, as neither the fair market
value of the securities received by the ARC Funds and Mackenzie nor the
proceeds for such securities received by the Company exceeded 25% of the
Company's market capitalization as calculated in accordance with MI 61-101.
The material change report is being filed less than 21 days before the closing
of the Offering as the Company requires the consideration it receives in
connection with the Offering immediately for working capital purposes
Largo is a Canadian-based mineral resource exploration and development company
focused on creating a world leading strategic metals company. Largo's
properties are comprised of the Maracás Vanadium Project, the Currais Novos
Tungsten Tailings Project, the Campo Alegre de Lourdes Iron-Vanadium Project,
all in Brazil, and the Northern Dancer Tungsten-Molybdenum property located in
the Yukon Territory, Canada. The immediate goal of the Company is to develop
the Maracás Vanadium Project by Q4 2013 and to produce WO(3) concentrate from
the reprocessing of tungsten tailings from Currais Novos. Largo's skilled
management team both in Canada and Brazil, are confident in their ability to
advance these projects.
Largo is listed on the TSX Venture Exchange under the symbol "LGO".
This press release contains forward-looking information under Canadian
securities legislation. Forward-looking information includes, but is not
limited to, statements with respect to completion of the private placement,
Largo's development potential and timetable of the Maracas and Currais Novos
projects; Largo's ability to raise additional funds necessary; the future
price of tungsten and molybdenum; the estimation of mineral reserves and
mineral resources; conclusions of economic evaluation; the realization of
mineral reserve estimates; the timing and amount of estimated future
production, development and exploration; costs of future activities; capital
and operating expenditures; success of exploration activities; mining or
processing issues; currency exchange rates; government regulation of mining
operations; and environmental risks. Generally, forward-looking statements 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". Forward-looking statements are based on
the opinions and estimates of management as of the date such statements are
made. Forward-looking statements 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 Largo to be materially different
from those expressed or implied by such forward-looking statements, including
but not limited to those risks described in the annual information form of
Largo and in its public documents filed on SEDAR from time to time. Although
management of Largo has attempted to identify important factors that could
cause actual results to differ materially from those contained in
forward-looking statements, 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. Largo does not undertake to update any forward-looking statements,
except in accordance with applicable securities laws.
NEITHER THE TSX VENTURE EXCHANGE (NOR ITS REGULATORY SERVICE PROVIDER) ACCEPTS
RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE
For more information please refer to Largo's website:www.largoresources.com
Darcie Ladd, Business Development Manager Phone: 416-861-9406 Fax:
416-861-9747 e-mail:email@example.com Web
SOURCE: Largo Resources Ltd.
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