07:36:53 EDT Wed 24 Apr 2024
Enter Symbol
or Name
USA
CA



U3O8 Corp (2)
Symbol UWE
Shares Issued 20,239,065
Close 2018-10-01 C$ 0.30
Market Cap C$ 6,071,720
Recent Sedar Documents

U3O8 arranges $400,000 private placement

2018-10-01 09:53 ET - News Release

Mr. Richard Spencer reports

U3O8 CORP. ANNOUNCES C$400,000 NON-BROKERED PRIVATE PLACEMENT

U3O8 Corp. has arranged a non-brokered private placement to raise approximately $400,000 through the sale of approximately 1.6 million units at a price of 25 cents per unit to close on or about Oct. 19, 2018. Each unit will consist of a common share of the company and one whole common share purchase warrant. Each warrant will entitle the holder to purchase a common share at a price of 40 cents and shall be valid for 36 months from the date of issuance.

In the event that subscriptions received for the financing based on available prospectus exemptions exceed gross proceeds of $400,000, the company may increase the size of the financing to two million units and gross proceeds of $500,000.

Available prospectus exemptions to subscribers

The financing will be conducted pursuant to available prospectus exemptions, including sales to accredited investors, close friends, family and business associates of directors and officers of the company, as well as to existing shareholders of U3O8 by relying on the existing securityholder prospectus exemption adopted by the Ontario Securities Commission on Feb. 5, 2015.

Existing shareholders who would like to participate in the financing through the provisions of the existing securityholder prospectus exemption must comply with the following: (a) have owned one or more common shares as at Friday, Sept. 28, 2018, and continue to own one or more common shares of the company until completion of the financing; and (b) purchase the units as principal and reside in Canada except for the province of Newfoundland and Labrador.

Each shareholder who qualifies to purchase shares under the existing securityholder prospectus exemption rules may purchase up to $15,000 of the company's common shares in any 12-month period. Any qualifying shareholder that makes a declaration on the subscription form that he or she has obtained advice from a financial adviser in regard to the purchase of the company's common shares will not be subject to the $15,000 ceiling. Due to associated legal, regulatory and administration costs, the company requests that subscriptions be for a minimum of $1,000 per shareholder.

In accordance with the existing securityholder prospectus exemption, the company confirms there is no material fact or material change related to the company that has not been generally disclosed and that the company's core documents and documents, as defined under applicable securities laws, do not contain a misrepresentation.

If the financing is oversubscribed, it is possible that a shareholder's subscription may not be accepted by the company even though it is received.

Use of proceeds

Proceeds of the financing will be used for the completion of metallurgical test work on the company's Laguna Salada uranium-vanadium deposit in Argentina, for general corporate and administrative purposes, and to enable the company to consider exercising its right to maintain its 39-per-cent holding in the private frac sand company, South American Silica Corp. (SAS), should SAS undertake a private placement in light of positive developments in the frac sand industry.

The company would like to clarify that the Berlin project, on which three geologists were recently killed by guerillas in Colombia, is not U3O8's Berlin project. However, U3O8's board of directors and management have taken note of the recent security incidents in Colombia and are considering various options.

Finders' fees

Eligible finders who introduce an investor to the financing will be paid a commission of 7 per cent of the value of the client's investment in cash and 7 per cent of the value of the client's investment in broker warrants. The broker warrants will be exercisable into common shares of the company at 40 cents and will be valid for a period of 24 months from the date of closing of the financing.

Related party transactions

Richard Spencer (chief executive officer of the company) and John Ross (chief financial officer of the company) are expected to participate in the financing and their participation will constitute a related party transaction within the meaning of Multilateral Instrument 61-101. In the absence of exemptions, the company would need to obtain a formal valuation for, and minority shareholder approval of, the related party transaction. The company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5 and 5.7 of MI 61-101 in respect of the insider participation.

Residents of the United States

Under U.S. regulations, 35 U.S. non-accredited investors may participate in the financing. There is no limit on the number of accredited investors eligible to subscribe in the financing from the United States.

Subscription procedure

Please inform us your interest in participating in this financing through the company's corporate website.

Subscriptions will be accepted by the company on a first-come, first-served basis. Therefore, if the financing is oversubscribed, it is possible that a shareholder subscription may not be accepted by the company. Additionally, the company reserves the right, in a situation of oversubscription, to reduce the number of units available to each subscriber.

Toronto Stock Exchange approval and hold periods

The financing is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including final approval of the TSX and applicable securities regulatory authorities.

All securities issuable pursuant to the financing will be subject to a statutory four-month hold period.

About U3O8 Corp.

U3O8 is focused on exploration and development of deposits of uranium and battery commodities in South America. The company's mineral resources estimates were made in accordance with National Instrument 43-101 and are contained in the following deposits:

  • Laguna Salada deposit, Argentina -- a preliminary economic assessment shows this near-surface, free-digging uranium-vanadium deposit has low production-cost potential;
  • Berlin deposit, Colombia -- a preliminary economic assessment shows that Berlin also has low-cost uranium production potential due to revenue that would be generated from byproducts of phosphate, vanadium, nickel, rare earths (yttrium and neodymium) and other metals that occur within the deposit.

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