04:33:09 EDT Fri 26 Apr 2024
Enter Symbol
or Name
USA
CA



Artemis Gold Inc
Symbol ARTG
Shares Issued 48,315,105
Close 2020-07-06 C$ 5.00
Market Cap C$ 241,575,525
Recent Sedar Documents

Artemis Gold closes $175-million private placement

2020-07-07 13:59 ET - News Release

Mr. Steven Dean reports

ARTEMIS ANNOUNCES CLOSING OF $175 MILLION PRIVATE PLACEMENT OF SUBSCRIPTION RECEIPTS

Artemis Gold Inc. has closed the previously announced bought deal private placement and non-brokered private placement of an aggregate of 64,825,925 subscription receipts at a price of $2.70 per subscription receipt. Each Subscription Receipt entitles the holder to receive one common share in the capital of the Company (a "Share") for no additional consideration upon satisfaction of the Escrow Release Conditions (as defined below). The Offerings were originally announced by way of press release on June 12, 2020.

The Bought Deal Offering consists of 38,900,000 Subscription Receipts for aggregate gross proceeds of C$105,030,000. The Bought Deal Offering was conducted by a syndicate of underwriters, co-led by Canaccord Genuity Corp. and BMO Capital Markets (the "Co-Lead Underwriters") and included Haywood Securities Inc., National Bank Financial Inc., PI Financial Corp. and Stifel GMP. The Non-Brokered Offering consists of 25,925,925 Subscription Receipts for aggregate gross proceeds of approximately C$70,000,000 issued to certain insiders of the Company and a president's list on the same terms as the Bought Deal Offering. The Subscription Receipts and the Shares issuable in exchange for the Subscription Receipts are subject to a four-month statutory hold period expiring November 8, 2020.

The proceeds from the Offerings will be used by the Company to fund the initial payment of C$140 million required for the Company's acquisition of the Blackwater Gold Project in British Columbia (the "Project") from New Gold Inc. (the "Transaction") and for general corporate purposes. The Transaction is expected to close 60 to 90 days from the announcement of the Transaction on June 9, 2020, or such other date as the parties may agree. Closing of the Transaction is subject to the satisfaction of customary closing conditions for a transaction of such nature. Further details regarding the Transaction can be found in the Company's news release dated June 9, 2020.

The aggregate gross proceeds of the Offerings of approximately C$175,030,000 have been deposited into escrow and shall be released immediately prior to the completion of the Transaction upon the satisfaction of certain conditions (the "Escrow Release Conditions"), including, in the case of the "related party" portion of the Non-Brokered Offering, the receipt of approval of the disinterested shareholders of the Company (the "Disinterested Shareholder Approval") of the participation in the Non-Brokered Offering by certain insiders of the Company and their joint actors.

If the Escrow Release Conditions are not satisfied prior to December 31, 2020 (or such later date as the Company and New Gold Inc. may agree to in accordance with the terms of the Transaction), or the acquisition agreement relating to the Transaction is terminated pursuant to its terms, the escrow agent will return to the holders of the Subscription Receipts an amount equal to the aggregate purchase price paid for the Subscription Receipts held by them, together with a pro rata portion of interest earned on the escrowed proceeds and the Subscription Receipts will be cancelled and be of no further force or effect.

The special meeting of shareholders of the Company to consider the Disinterested Shareholder Approval is currently scheduled to be held on August 11, 2020. The TSXV has conditionally approved the Offerings and the listing of the Shares issuable in exchange for the Subscription Receipts subject to certain conditions, including the receipt of the Disinterested Shareholder Approval with respect to the participation in the Non-Brokered Offering by the insiders of the Company and their joint actors.

The closing of the Bought Deal Offering is not conditional on the closing of the Non-Brokered Offering and the closing of the Non-Brokered Offering is not conditional on the closing of the Bought Deal Offering. A commission of 5% will be paid to the underwriters with respect to the Bought Deal Offering.

We seek Safe Harbor.

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