UEX Announces Closing of Upsized C$6.0 Million Bought Deal P Saskatoon, Saskatchewan – TheNewswire - December 2, 2020 – UEX Corporation (TSX:UEX) (OTC:UEXCF) (“UEX” or the “Company”) is pleased to announce that it has closed its previously announced “bought deal” private placement of an aggregate of 18,498,665 units of the Company (the “Units”) at a price of C$0.12 per Unit and 27,001,144 common shares of the Company that qualify as “flow-through shares (the “FT Shares”) at a price of C$0.14 per FT Share for gross proceeds of C$6,000,000, including the full exercise of the underwriters’ overallotment option (the “Offering”). The Units and FT Shares were offered and sold through a syndicate of underwriters led by Red Cloud Securities Inc. and included Sprott Capital Partners.
Each Unit is comprised of one common share in the capital of the Company (each a “Common Share”) and one half of one Common Share purchase warrant (each a “Warrant”). Each whole Warrant is exercisable into one Common Share at a price of C$0.18 at any time on or before June 2, 2023.
Due to investor demand, the Offering was upsized from C$5.0 million. The Company intends to use the net proceeds raised from the sale of Units for the exploration and development of the Company’s projects in Saskatchewan and for general working capital purposes. Proceeds from the sale of FT Shares will be used to incur "Canadian exploration expenses" as defined in subsection 66.1(6) of the Income Tax Act and "flow through mining expenditures" as defined in subsection 127(9) of the Income Tax Act ("Qualifying Expenditures"). Such proceeds will be renounced to the subscribers with an effective date not later than December 31, 2020, in the aggregate amount of not less than the total amount of gross proceeds raised from the issue of FT Shares.
The Company paid the underwriters a cash commission of 6% of the gross proceeds of the Offering, including proceeds realized on exercise of the overallotment option. The underwriters also received broker warrants equal to 6% of the total number of Units and FT Shares sold, including those sold in connection with the overallotment option, each broker warrant being exercisable for a common share at $0.13 for a period of 30 months from the date of closing. No commission was paid nor brokers’ warrants issued on a portion of the Offering made to president’s list subscribers.
The securities issued by UEX in connection with the Offering are subject to a four month plus one day “hold period” as prescribed by the Toronto Stock Exchange and applicable securities laws.
Two insiders of the Company purchased Units and FT Shares under the Offering. The Offering to such person constituted a “related party transaction” within the meaning of Multi-lateral Instrument 61101 Protection of Minority Security Holders in Special Transactions (“MI 61101”). The Company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61101 in respect of related party participation in the placement as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involved the related party, exceeded 25% of the Company's market capitalization.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.