05:37:10 EDT Fri 26 Apr 2024
Enter Symbol
or Name
USA
CA



Metanor Resources Inc
Symbol MTO
Shares Issued 438,785,949
Close 2017-04-03 C$ 0.095
Market Cap C$ 41,684,665
Recent Sedar Documents

Metanor arranges $10-million private placement

2017-04-04 14:32 ET - News Release

Mr. Ghislain Morin reports

NEW STRATEGIC INVESTOR FOR METANOR: KIRKLAND LAKE GOLD

Metanor Resources Inc. intends to complete a private placement financing, pursuant to which Kirkland Lake Gold Ltd. will acquire up to 103,571,429 units of the corporation on a preconsolidated basis at a price of seven cents each for gross proceeds in the amount of $7.25-million. Each unit will consist of one common share and one-half of one common share purchase warrant, which will entitle the holder to purchase one share of the corporation at a price of nine cents for a period of 24 months following closing (on a preconsolidation basis).

In addition, funds managed by Wexford Capital LP will be subscribing for 18.75 million units for gross proceeds in the amount of $1,312,500. Upon completion of the offering, Wexford will hold 14.2 per cent of the issued and outstanding shares on a non-diluted basis and 19.9 per cent on a partially diluted basis assuming the exercise of warrants.

Metanor will be issuing up to a maximum of 142,857,142 units priced at seven cents each for aggregate gross proceeds of $10-million (on a preconsolidation basis).

Ghislain Morin, president and chief executive officer, stated: "We are pleased and excited to welcome Kirkland Lake Gold as a strategic investor. We believe that this investment confirms the strong growth potential at both the Bachelor and Barry projects. This investment will allow Metanor to better exploit its current resources and build for the future. It is also pleasing to see that one of our current strategic shareholders, Wexford Capital LP, continues to support Metanor with their participation in this financing."

Serge Roy, co-chair and co-founder, added: "This is a pivotal moment for Metanor as we now have healthy working capital and the support of Kirkland Lake Gold in addition to other key mining players. We will centre our attention on enhancing our current production operations at Bachelor, kick start the Barry project and expand our exploration programs in hot areas such as the Urban Barry area."

Pursuant to Multilateral Instrument 61-101 -- protection of minority holders in special transactions, the investment by Wexford constitutes a related party transaction as defined in MI 61-101. The corporation is exempt from the minority shareholder and formal valuation requirements under MI 61-101, as the fair market value of the consideration for the investment by Wexford does not exceed 25 per cent of the issuer's market capitalization. The investment by Kirkland Lake Gold is not considered a related party transaction.

In connection with the offering, the corporation may pay a finder's fee in an amount equal to 6.5 per cent of the gross proceeds raised in connection with the offering. However, no finder's fees will be paid with respect to the investment by Kirkland Lake Gold.

All securities issued under the offering will be subject to a four-month hold period from the date of issue in accordance with applicable securities laws. The offering is subject to receipt of all regulatory approvals including, but not limited to, the approval of the TSX Venture Exchange. The units will be offered on a private placement basis pursuant to the accredited investor exemptions under National Instrument 45-106 and certain other available and agreed upon exemptions from the prospectus requirements.

We seek Safe Harbor.

© 2024 Canjex Publishing Ltd. All rights reserved.