Upsize to Previously-Announced Bought Deal Financing /THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/
All monetary amounts are expressed in Canadian Dollars, unless otherwise indicated.
TORONTO, Oct. 22, 2021 /CNW/ - Arizona Metals Corp. (TSXV: AMC) (OTCQX: AZMCF) (the "Company" or "Arizona Metals") is pleased to announce it has entered into an amended agreement with Stifel GMP and Clarus Securities Inc. (the "Lead Underwriters") to increase the size of the previously-announced offering (the "Offering"). Pursuant to the amended terms of the Offering, the Lead Underwriters have agreed to purchase, on a bought deal basis, 10,600,000 common shares of the Company (the "Common Shares") at a price of C$4.25 per Common Share (the "Offering Price"), consisting of 7,500,000 Common Shares issued from treasury (the "Treasury Offering") for gross proceeds to the Company of C$31,875,000 and 3,100,000 Common Shares sold by certain existing shareholders (the "Secondary Offering" and together with the Treasury Offering, the "Offering") for gross proceeds of C$13,175,000.
The Company has agreed to grant the Underwriters an over-allotment option to purchase up to an additional 1,125,000 Common Shares under the Treasury Offering at the Offering Price, exercisable in whole or in part, at any time and from time to time on or prior to the date that is 30 days following the closing of the Offering to cover over-allotments, if any, and for market stabilization purposes. If this option is exercised in full, an additional C$4,781,250 in gross proceeds will be raised pursuant to the Treasury Offering and the aggregate gross proceeds of the Treasury Offering will be C$36,656,250.
The Company plans to use the net proceeds from the Treasury Offering to fund exploration expenditures at the Company's Kay Mine in Arizona as well as for working capital and general corporate purposes. The Company will not receive any proceeds from the Secondary Offering.
The Common Shares will be offered by way of a short form prospectus to be filed in all provinces of Canada, except Qubec. The Common Shares will also be sold to U.S. buyers on a private placement basis pursuant to an exemption from the registration requirements in Rule 144A of the United States Securities Act of 1933, as amended, and other jurisdictions outside of Canada provided that no prospectus filing or comparable obligation arises.
The Offering is scheduled to close on or about November 12, 2021 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange and the securities regulatory authorities.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the "1933 Act") and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act, as amended, and application state securities laws.