Mr. Walter Berukoff reports
LION ONE ANNOUNCES C$27 MILLION "BOUGHT DEAL" OFFERING OF UNITS
Lion One Metals Ltd. has entered into an agreement with Eight Capital, as lead underwriter and sole bookrunner on behalf of a syndicate of underwriters, pursuant to which the underwriters have agreed to purchase, on a bought deal basis, 29.35 million units of the company at a price of 92 cents per unit, for total gross proceeds of $27,002,000.
Each unit will consist of one common share in the capital of the company and one-half of one common share purchase warrant of the company. Each warrant shall be exercisable to acquire one common share at a price per warrant share of $1.25 for a period of 30 months from the closing date of the offering.
If, following the closing of the offering, the volume-weighted average trading price of the common shares on the principal exchange on which the shares are listed for any 20 consecutive trading days equals or exceeds $2, the company may, upon providing written notice to the holders of warrants, accelerate the expiry date of the warrants to the date that is 30 days following the date of such written notice.
In addition, the company has agreed to grant the underwriters an option, exercisable in whole or in part, for a period of 30 days after the closing of the offering, to purchase up to an additional 15 per cent of the number of units sold pursuant to the prospectus supplement (as defined below), on the same terms as the offering, to cover overallotments and for market stabilization purposes.
The net proceeds from the sale of the units will be used for development and exploration of the company's Tuvatu gold project, as well as working capital and general corporate purposes.
The units will be offered (i) in the provinces of British Columbia, Alberta and Ontario by way of a prospectus supplement to the company's base shelf prospectus dated May 13, 2022; and (ii) in each of the provinces of Canada, other than the shelf prospectus provinces and Quebec, pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 -- Prospectus Exemptions. In accordance with NI 45-106, up to a maximum of 10,869,565 units may be issued pursuant to the LIFE exemption in connection with the offering.
The prospectus supplement will be filed in Alberta, British Columbia and Ontario and, together with the related base shelf prospectus, will be available on SEDAR.
There is an offering document relating to the LIFE units that can be accessed under the company's profile on SEDAR and on the company's website. Prospective purchasers of the LIFE units should read this offering document before making an investment decision.
Closing of the offering is expected to take place on or about May 11, 2023, and is subject to certain conditions including, but not limited to, the receipt of all applicable regulatory approvals including approval of the TSX Venture Exchange.
About Lion One Metals Ltd.
Lion One's flagship asset is its 100-per-cent-owned, fully permitted high-grade Tuvatu alkaline gold project, located on the island of Viti Levu in Fiji. Lion One envisions a low-cost high-grade underground gold mining operation at Tuvatu coupled with exciting exploration upside inside its tenements covering the entire Navilawa caldera, an underexplored yet highly prospective seven-kilometre-diameter alkaline gold system. Lion One's chief executive officer, Walter Berukoff, leads an experienced team of explorers and mine builders and has owned or operated over 20 mines in seven countries. As the founder and former chief executive officer of Miramar Mines, Northern Orion and La Mancha Resources, Mr. Berukoff is credited with building over $3-billion of value for shareholders.
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