C$15.0 Million Bought Deal Private Placement Not for distribution to United States Newswire Services or for dissemination in the United States
TORONTO, Oct. 29, 2021 (GLOBE NEWSWIRE) -- Consolidated Uranium Inc. (“CUR” or the “Company”) (TSXV: CUR) (OTCQB: CURUF) is pleased to announce that it has entered into an agreement with Red Cloud Securities Inc. to act as lead underwriter and sole bookrunner on behalf of a syndicate of underwriters (collectively, the “Underwriters”) pursuant to which the Underwriters will purchase for resale 5,660,500 units of the Company (the “Units”) at a price of C$2.65 per Unit (the “Unit Price”) on a “bought deal” private placement basis for gross proceeds of C$15,000,325 (the “Offering”). Each Unit shall be comprised of one common share in the capital of the Company (each, a “Unit Share”) and one half of one common share purchase warrant of the Company (each whole warrant, a “Warrant”). Each Warrant shall be exercisable to acquire one common share of the Company (each, a “Warrant Share”) at a price per Warrant Share of C$4.00 at any time on or before the date which is 24 months after the closing date of the Offering.
The Company has granted the Underwriters an option to purchase for resale up to 755,000 additional Units at the Unit Price to raise additional gross proceeds of up to C$2,000,750 (the “Over-Allotment Option”). The Over-Allotment Option will be exercisable in whole or in part, up to 48 hours prior to the closing of the Offering.
The net proceeds raised from the Offering will be used for general working capital purposes. The Offering is scheduled to close on or about November 22, 2021, and is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the listing of the Unit Shares and Warrant Shares on the TSX Venture Exchange (the “TSXV”).
In connection with the Offering, certain wholly-owned subsidiaries of Energy Fuels Inc. (the “EF Parties”) will have a right to accelerate (the “Acceleration Right”) a portion of the $6 million deferred cash payments (the “Deferred Payments”) that the Company owes the EF Parties pursuant to an asset purchase agreement announced on July 15, 2021 that closed on October 27, 2021. Pursuant to the Acceleration Right, the EF Parties may elect, subject to the prior approval of the TSXV, to satisfy a portion of the Deferred Payments through the issuance of common shares of the Company (each, a “Common Share”) up to a maximum amount equal to the product of: (A) the gross proceeds of the Offering, multiplied by (B) the EF Parties’ current cumulative percentage ownership of Common Shares on a non-diluted basis prior to completion of the Offering. The Common Shares to be issued to the EF Parties pursuant to the Acceleration Right would be priced at the Unit Price, subject to approval of the TSXV.
Pursuant to the Offering, the Underwriters will receive a cash commission of 6.0% of the gross proceeds of the Offering and that number of non-transferable broker warrants (the “Broker Warrants”) as is equal to 6.0% of the aggregate number of Units sold under the Offering. Each Broker Warrant is exercisable to acquire one Common Share of the Company at the Unit Price for a period of 24 months after the closing date of the Offering.
This news release does 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 of the United States 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, and such securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.
https://www.globenewswire.com/news-release/2021/10/29/2323915/0/en/Consolidated-Uranium-Announces-C-15-0-Million-Bought-Deal-Private-Placement.html