ROYAL HELIUM LTD. ("RHC") ("RHC.WT.A") ("RHC.WT.B")
BULLETIN TYPE: Prospectus-Unit Offering, New Listing-Warrants
BULLETIN DATE: May 9, 2024
TSX Venture Tier 2 Company
Prospectus - Unit Offering
Effective September 28, 2022, the Company's final Short Form Base Shelf Prospectus dated September 28, 2022 (the "Prospectus") was filed with TSX Venture Exchange (the "Exchange"), and filed with and receipted by the Saskatchewan Securities Commission and the Ontario Securities Commission. Under Multilateral Instrument 11-102 - Passport System, the Prospectus is deemed to have been filed with and receipted by the securities regulators for each of the British Columbia, Alberta, Manitoba, New Brunswick, Prince Edward Island, Nova Scotia, and Newfoundland and Labrador Securities Commissions. The Exchange has also accepted the filing of the Company's Prospectus Supplement ("Prospectus Supplement") dated April 26, 2024.
The Exchange has been advised that the closing of the offering pursuant to the Prospectus Supplement occurred on May 8, 2024, for gross proceeds of $6,000,030.
Offering:
| 66,667,000 Units. Each Unit will consist of one common share of the Company and one common share purchase warrant.
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| Unit Price:
| $0.09 per Unit
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| Warrant Exercise Price/Term:
| $0.12 per share for 36 months from the date of closing.
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| Underwriters:
| Research Capital Corporation (Lead), Canaccord Genuity Corp., Cormark Securities Inc. and Eight Capital Corp.
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| Underwriters' Fees:
| Aggregate of $346,951.24 cash commission and 3,943,902 Broker Warrants (non-transferable). Each Broker Warrant shall entitle the holder thereof to acquire an equal number of Units (each, a "Broker Warrant Unit") for a period of 36 months from the Closing Date on payment of the exercise price of $0.09 per Broker Warrant Unit. Each Broker Warrant Unit consists of one Common Share (each, a "Broker Unit Share") and one Warrant (each, a "Broker Warrant Unit Warrant"). Each Broker Warrant Unit Warrant will have substantially the same terms as the Warrants issuable pursuant to the Offering and will entitle the holder thereof to acquire one Common Share (each, a "Broker Warrant Unit Warrant Share") at any time for a period of 36 months from the Closing Date on payment of the exercise price of $0.12 per Broker Warrant Unit Warrant Share.
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| Over-allotment Option:
| The Company granted the Underwriters an Over-Allotment Option, exercisable in whole or in part in the sole discretion of the Underwriters at any time until the date which is 30 days from the closing of the Prospectus Supplement Offering, to purchase up to an additional 10,000,050 Units, representing up to 15% of the Units sold pursuant to the Prospectus Supplement Offering.
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New Listing - Warrants
Effective at the opening Monday, May 13, 2024, the Warrants of the Company will commence trading on TSX Venture Exchange. The Company is classified as an "Oil and Gas Services" company.
Corporate Jurisdiction:
| Saskatchewan
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| Capitalization:
| 81,267,073 warrants (authorized by a warrant indenture dated May 8, 2024 of which 66,667,000 warrants are issued and outstanding).
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| Warrant Exercise Price/Term:
| $0.12 per share for 36 months from the date of closing.
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| Transfer Agent:
| Computershare Trust Company of Canada
| Trading Symbol:
| RHC.WT.B
| CUSIP Number:
| 78029U171
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Each Warrant entitles the holder to purchase one common share of the Company at a price of $0.12 per share and will expire at 5:00 pm (Saskatoon time) on May 8, 2027.
The underlying Warrants are governed by the terms and conditions of the Warrant Indenture dated May 8, 2024 and were issued pursuant to the Company's Prospectus Supplement dated April 26, 2024.
For further details, please refer to the Company's Prospectus Supplement filed on SEDAR on April 29, 2024 and the Company's news releases dated April 24, 2024 and May 8, 2024. |
