AURANIA RESOURCES LTD. ("ARU") ("ARU.WT.B")
newswire.ca
BULLETIN TYPE: Prospectus-Unit Offering, Non-Brokered Private Placement, New Listing-Warrants
BULLETIN DATE: October 29, 2021
TSX Venture Tier 2 Company
Prospectus-Unit Offering
The Company's prospectus dated October 14, 2021 was filed with and accepted by TSX Venture Exchange, and filed with and receipted by the Securities Commissions of Alberta, British Columbia and Ontario pursuant to the provisions of the Alberta, British Columbia and Ontario Securities Act.
Underwriters: Cantor Fitzgerald Canada Corporation (the "Lead Underwriter"), on behalf of Canaccord Genuity Corp. and Echelon Wealth Partners Inc. (collectively with the Lead Underwriter, the "Underwriters")
Offering: The offering (the "Offering") consisted of the issuance of 3,335,000 units (the "Units") at the price of $1.80 per Unit (the "Offering Price") and which is exclusive of the exercise of the Over-Allotment Option (as defined below). Each Unit consists of one common share of the Company and one common share purchase warrant (the "Warrants"). Each Warrant entitles its holder thereof to acquire one common share of the Company at an exercise price of $2.20 per common share at any time prior to 4:00 p.m. (Toronto time) on the date that is 60 months following the closing of the Offering. The Company also had the right to conduct a private placement financing (the "Private Placement"), which resulted in the issuance of an additional 1,256,037 Units and gross proceeds for the Company of approximately $2.26 million.
Offering Price: $1.80 per Unit
Underwriters' Fee: The Company paid the Underwriters a cash commission (the "Underwriters' Fee") equal to 6% of the gross proceeds of the Offering, including proceeds realized from the sale of any Additional Units (as defined below) sold pursuant to the exercise of the Over-Allotment Option (as defined below). The Company has also agreed to issue broker warrants (the "Broker Warrants") entitling the Underwriters to acquire a number of Units equal to 6% of the number of Units sold under the Offering, including any Additional Units sold pursuant to the exercise of the Over-Allotment Option. Each Broker Warrant shall entitle the Underwriters to purchase one Unit at the Offering Price at any time on or before the expiry date of the Warrants issued as part of the Units. In consideration of the Underwriters permitting the Company to undertake the Private Placement concurrently with the Offering, the Company agreed to pay the Underwriters a cash commission equal to 2% of the gross proceeds raised in the Private Placement. The Company has also agreed to pay a finder's fee of up to 7% of the gross proceeds raised in the Private Placement to certain eligible finders who introduce subscribers to the Company in connection with the Private Placement.
Over-Allotment Option: The Company granted to the Underwriters an option (the "Over-Allotment Option") to purchase additional Units (the "Additional Units"), at the Offering Price, for a maximum number equal to 15% of the number of Units sold under the Offering for a period of 30 days from the closing date of the Offering.
The Exchange has been notified that closing of both the Offering and the Private Placement occurred on October 21, 2021. Gross proceeds from the closing of both the Offering and the Private Placement totaled $9,164,316.6 (being 5,091,287 Units, comprised of: (i) 3,335,000 Units issued in the Offering; (ii) 500,250 Additional Units issued pursuant to the exercise in full of the Over-Allotment Option; and (iii) 1,256,037 Units issued pursuant to the Private Placement). For further information, please refer to the Company's press releases dated October 21, 2021.
Non-Brokered Private Placement
TSX Venture Exchange has accepted for filing documentation with respect to the Private Placement, as announced on news releases dated October 4, 2021, October 5, 2021 and October 21, 2021:
Number of Securities: 1,256,037 common shares
Purchase Price: $1.80 per common share
Warrants: 1,256,037 common share purchase warrants to acquire 1,256,037 common shares of the Company
Warrants Exercise Price: $2.20 per Warrant until October 21, 2026
Number of Placees: 28 Placees
Insider / ProGroup Participation:
Name
| Insider = Y / ProGroup = P
| # of shares
| Carolyn Ann Muir
| Y
| 4,000
| Bambazonke Holdings Inc. (Keith Barron)
| Y
| 222,222
| Camille Spencer
| Y
| 8,000
|
Finder's Fee: The Underwriters received a cash commission equal to $61,821.74.
The closing of the Private Placement occurred on October 21, 2021. The Company confirmed that the gross proceeds of the closing of the Private Placement were $2,260,866.6 (1,256,037 Units). For further information, please refer to the Company's press release dated October 21, 2021.
New Listing-Warrants
The Warrants issued in the Offering (including pursuant to the exercise in full of the Over-Allotment Option) and the Private Placement will be listed and admitted to trading on TSX Venture Exchange, on the effective dates stated below. The Company is classified as a "Gold and silver ore mining" Company (NAICS Number 212220).
Listing Date: At the close of business (5:01 p.m. EDT) on Monday, November 1, 2021.
Commence Date: The Warrants will commence trading on TSX Venture Exchange at the opening of the market on Tuesday, November 2, 2021.
Corporate Jurisdiction: Bermuda
Capitalization: 5,091,287 Warrants will be issued and outstanding, of which 1,256,037 issued pursuant to the Private Placement will remain subject to a hold period of four months and one day.
Warrants Exercise Price: Each Warrant entitles its holder thereof to acquire one common share of the Company at an exercise price of $2.20 per common share at any time prior to 4:00 p.m. (Toronto time) on the date that is October 21, 2026.
Transfer Agent and Escrow Agent: TSX Trust Company - Toronto
Trading Symbol: ARU.WT.B
CUSIP Number: G06974235
The Warrants will be governed by the terms of a warrant indenture dated October 21, 2021, between the Company and TSX Trust Company, as warrant agent.
The Company has confirmed that closing of both the Offering and the Private Placement occurred on October 21, 2021. For further information, please refer to the Company's press releases dated October 21, 2021. |
