Sandfire Resources rights offering, listing
2020-11-16 20:21 ET - Rights Offering
The company will offer to shareholders of record on Nov. 24, 2020, rights to purchase shares of the company. Ten rights will be issued for each common share held, with 41 rights and 15 cents required to purchase one share. The expiry date for the rights offering is Dec. 22, 2020, at 5 p.m. EST. As of Nov. 12, 2020, the company had 822,213,031 shares issued and outstanding.
Effective at the opening, Nov. 23, 2020, the shares of the company will trade ex rights and the rights will commence trading at that time on a when-issued basis. The company is classified as a mining company.
Summary
Basis of offering: 41 rights exercisable for one share at 15 cents per share
Record date: Nov. 24, 2020
Shares trade ex rights: Nov. 23, 2020
Rights called for trading: Nov. 23, 2020
Rights trade for cash: Dec. 18, 2020 (Trading in the rights shall be for cash for the two trading days preceding the expiry date.)
Rights expire: Dec. 22, 2020, at 5 p.m. EST
Halt and delist: The rights will be halted on Dec. 22, 2020, at 12 p.m. EST, and will be delisted at the close of market.
Trading and settlement dates: Dec. 18, 2020, to settle Dec. 21, 2020; Dec. 21, 2020, to settle Dec. 22, 2020; Dec. 22, 2020, to settle Dec. 22, 2020
Rights trading symbol: SFR.RT
Rights Cusip No.: 800028 12 8
Subscription agent and trustee: Computershare Investor Services Inc.
Authorized jurisdictions: all provinces and territories of Canada and shareholders resident in the United States other than in the states of Arizona, Arkansas, California, Minnesota, New York, Ohio and Wisconsin
For further details, please refer to the company's rights offering circular dated Nov. 13, 2020.
The company's rights offering circular has been filed with and accepted by the TSX Venture Exchange.
Sandfire arranges $30-million rights offering
2020-11-13 18:19 ET - News Release
Ms. Nancy Schlepp reports
SANDFIRE RESOURCES AMERICA INC. ANNOUNCES RIGHTS OFFERING
Sandfire Resources America Inc. will conduct a rights offering to raise gross proceeds of up to approximately $30.0-million.
The company will issue rights to existing shareholders in Canada and to eligible shareholders in the United States, and in certain other jurisdictions at the close of business on the record date of Nov. 24, 2020. The company is pleased that shareholders in Montana and in certain other states in the U.S. will be entitled to participate in the rights offering.
Eligible shareholders will receive 10 rights for each common share of the company held. Forty-one rights will entitle the holder to subscribe for one share upon payment of the subscription price of 15 cents per share. For example, a holder of 410 shares will be entitled to subscribe for 100 shares for an aggregate subscription price of $15.
Shareholders who fully exercise their rights will also be entitled to subscribe for additional shares in the rights offering, if available as a result of unexercised rights prior to 5 p.m. (Toronto time) on Dec. 22, 2020, subject to certain limitations set out in the company's rights offering circular.
The rights will trade on the TSX Venture Exchange under the symbol SFR.RT commencing on the first trading day prior to the record date and until 12 p.m. (Toronto time) on Dec. 22, 2020. The rights will expire at the expiry time, after which time unexercised rights will be void and of no value. No fractional shares will be issued under the rights offering.
A rights offering notice and rights certificate will be mailed to each registered shareholder of the company resident in Canada and to each shareholder in the United States, other than in the states of Arizona, Arkansas, California, Minnesota, New York, Ohio and Wisconsin, as at the record date. Registered shareholders who wish to exercise their rights must forward the completed rights certificate, together with the applicable funds, to the rights agent, Computershare Investor Services Inc., on or before the expiry time. Shareholders who own their shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary. Further details of the rights offering are contained in the company's circular, which has been filed on SEDAR under the company's profile.
The company currently has 822,213,031 shares issued and outstanding. If all of the rights issued under the rights offering are validly exercised, an aggregate of up to 200,539,763 shares would be issued. The company intends to use the net proceeds of the rights offering to advance the Black Butte copper project and for general working capital purposes.
The company is also registering the offer and sale of the shares issuable on exercise of the rights on a Form F-7 registration statement under the United States Securities Act of 1933, as amended. Shareholders in the United States should also review the company's registration statement on Form F-7, which will be filed with the United States Securities and Exchange Commission and, when filed, can be found on the SEC website.
Purchase commitment agreement
In connection with the rights offering, the company has entered into a purchase commitment agreement with Sandfire BC Holdings Inc. The purchaser has agreed, subject to the satisfaction of certain conditions, to fully exercise its basic subscription privilege to purchase its pro rata share of the shares offered in the rights offering. The subscription amount for the purchaser will be approximately $25,630,415. Further details of the commitment agreement are contained in the company's circular.
As of the date hereof, the purchaser owns approximately 85 per cent of the company's issued and outstanding shares. If the purchase obligations of the purchaser are fulfilled in full, the purchaser does not subscribe for additional shares in the rights offering and no other shareholders exercise their rights, the purchaser will own approximately 88 per cent of the issued and outstanding shares on completion of the rights offering.
About Sandfire Resources America Inc.
Sandfire Resources America is a growth company focused on the exploration, development and mining of its 100-per-cent-owned flagship property, the Black Butte copper project in central Montana, United States. The company is led by a highly experienced executive management team that has a successful record of building shareholder value through exploration, corporate finance and mine development.
We seek Safe Harbor.