04:55:31 EDT Thu 18 Apr 2024
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or Name
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Aurania Resources Ltd
Symbol ARU
Shares Issued 46,868,398
Close 2021-04-15 C$ 2.60
Market Cap C$ 121,857,835
Recent Sedar Documents

Aurania prospectus offering, private placement

2021-04-15 18:01 ET - Prospectus Approved

The company's prospectus dated March 26, 2021, was filed with and accepted by the 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 acts.

Underwriters:  Cantor Fitzgerald Canada Corp. (the lead underwriter), on behalf of Canaccord Genuity Corp. and Echelon Wealth Partners Inc.

Offering:  The offering consisted of the issuance of 2.18 million units at the price of $3.10 per unit and which is exclusive of the exercise of the overallotment option (as defined below). Each unit consists of one common share of the company and one common share purchase warrant. Each warrant entitles its holder thereof to acquire one common share of the company at an exercise price of $4.25 per common share at any time prior to 4 p.m. Toronto time on the date that is 36 months following the closing of the offering. The company also had the right to conduct a private placement financing, which resulted in the issuance of an additional 403,709 units and gross proceeds for the company of approximately $1.25-million.

Offering price:  $3.10 per unit

Underwriters' fees:  The company paid the underwriters cash commissions equal to 6 per cent 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 overallotment option (as defined below). The company has also agreed to issue broker warrants entitling the underwriters to acquire a number of units equal to 6 per cent of the number of units sold under the offering, including any additional units sold pursuant to the exercise of the overallotment 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 3 per cent of the gross proceeds raised in the private placement.

Overallotment option:  The company granted to the underwriters an option to purchase additional units at the offering price for a maximum number equal to 15 per cent 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 the offering and the private placement occurred on April 1, 2021, and April 7, 2021, respectively. Gross proceeds from the closing of both the offering and the private placement totalled $9,023,197.90 (being 2,910,709 units, comprising: (i) 2.18 million units issued in the offering; (ii) 327,000 additional units issued pursuant to the exercise in full of the overallotment option; and (iii) 403,709 units issued pursuant to the private placement). For further information, please refer to the company's news releases dated April 1, 2021, and April 7, 2021.

The TSX Venture Exchange has accepted for filing documentation with respect to the private placement, as announced in news releases dated March 18, 2021, and March 29, 2021.

Number of securities:  403,709 common shares

Purchase price:  $3.10 per common share

Warrants:  403,709 common share purchase warrants to acquire 403,709 common shares of the company

Warrant exercise price:  $4.25 per warrant until April 1, 2024

Number of placees:  eight placees

Insider/pro group participation:  none

Finders' fees:  The underwriters received cash commissions equal to 3 per cent of the gross proceeds raised in the private placement.

The closing of the private placement occurred on April 7, 2021. The company confirmed that the gross proceeds of the closing of the private placement were $1,251,497.90 (403,709 units). For further information, please refer to the company's news release dated April 7, 2021.

The warrants issued in the offering (including pursuant to the exercise in full of the overallotment option) and the private placement will be listed and admitted to trading on the TSX Venture Exchange on the effective dates stated below. The company is classified as a gold and silver ore mining company (NAICS NO. 212220).

Listing date:  at the close of business (5:01 p.m. EDT) on Friday, April 16, 2021

Commence date:  The warrants will commence trading on the TSX Venture Exchange at the opening of the market on Monday, April 19, 2021.

Corporate jurisdiction:  Bermuda

Capitalization:  2,910,709 warrants issued and outstanding, of which 403,709 issued pursuant to the private placement will remain subject to a hold period of four months and one day

Warrant exercise price:  Each warrant entitles its holder thereof to acquire one common share of the company at an exercise price of $4.25 per common share at any time prior to 4 p.m. Toronto time on the date that is April 1, 2024.

Transfer agent and escrow agent:  TSX Trust Company -- Toronto

Trading symbol:  ARU.WT.A

Cusip No.:  G06974 22 7

The warrants will be governed by the terms of a warrant indenture dated April 1, 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 April 1, 2021, and April 7, 2021, respectively. For further information, please refer to the company's news releases dated April 1, 2021, and April 7, 2021.

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