Here is the original IPO
Preliminary Prospectus
Investor Presentation
Summary
Issuer:
| Star Royalties Ltd. (“Star” or the “Company”).
| Offering:
| Initial public offering of common shares (the “Common Shares”).
| Issue Price:
| C$0.70 - C$0.90 per Common Share (the “Issue Price”).
| Issue Amount:
| Up to C$20 million.
| Over-Allotment Option:
| The Company has granted the Underwriters an option, exercisable in whole or in part, at the sole discretion of the Underwriters, at any time, and from time to time, for a period of 30 days from and including the closing of the Offering, to purchase from the Company at the Issue Price up to 15% of the aggregate number of Common Shares purchased under the Offering to cover over-allotments, if any, and for market stabilization purposes.
| Use of Proceeds:
| The net proceeds from the Offering will be used to satisfy the payment of Tranche2 and Tranche3 in respect of the Copperstone Transaction, and for working capital and general corporate purposes.
| Lock-Up Arrangements:
| Each of the directors and officers of the Company shall agree, in a lock-up agreement to be executed concurrently with the closing of the Offering, that for a period of 180 days from the Closing Date, each will not, directly or indirectly, offer, sell, contract to sell, grant any option to purchase, make any short sale, or otherwise dispose of, or transfer, or announce any intention to do so, any Common Shares, whether now owned (or hereinafter acquired) directly or indirectly, or under their control or direction, or with respect to which each has beneficial ownership, or enter into any transaction or arrangement that has the effect of transferring, in whole or in part, any of the economic consequences of ownership of Common Shares, whether such transaction is settled by the delivery of Common Shares, other securities, cash or otherwise other than pursuant to a take-over bid or any other similar transaction made generally to all of the shareholders of the Company.
Certain principal shareholders of the Company shall also enter into lock-up agreements to be executed concurrently with the closing of the Offering, as agreed upon between the Company and the Underwriters.
| Form of Offering:
| Marketed public offering by way of a long-form prospectus filed in all provinces of Canada, other than Quebec. Private placement in the United States to “qualified institutional buyers” as defined in and pursuant to Rule 144A under the U.S. Securities Act and internationally as permitted. The Offering shall be completed pursuant to the terms of an underwriting agreement to be entered into among the Company and the Underwriters upon filing of the final prospectus.
| Listing:
| The Company proposes to list the Common Shares on the TSX Venture Exchange (the “TSXV”). Listing will be subject to the Company fulfilling all the listing requirements of the TSXV.
| Eligibility:
| The Common Shares will be eligible for RRSPs, RRIFs, RESPs, DPSPs, RDSPs, and TFSAs.
| Co-Lead Underwriters:
| Canaccord Genuity Corp. and Desjardins Securities Inc.
| Underwriters’ Fee:
| 6.0%.
| Closing:
| Expected week of February 1st, 2021.
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