RE: Elemental5 Feb 2023 16:21
Elemental Altus Royalties Announces Closing of C$5.1M Fundraise and Grant of Options
December 20, 2022
Vancouver, British Columbia--(Newsfile Corp. - December 20, 2022) - Elemental Altus Royalties Corp. (TSXV: ELE) (OTCQX: ELEMF) ("Elemental Altus" or "the Company") announces it has completed its previously announced non-brokered private placement of 3,970,997 shares of Elemental ("Common Shares") at an issue price of C$1.28 per Common Share for aggregate gross proceeds of C$5,082,876.16 (the "Offering").
The Common Shares were placed with institutional and private investors. The Company's directors and management subscribing for a total of C$905,856, representing 17.8% of the Offering. The net proceeds of the Offering will be used for royalty acquisitions and general working capital purposes. The Company also announces the grant of stock options to certain board members and employees.
Completion of Offering
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), an aggregate of 3,263,297 Common Shares from the Offering were sold pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 (the "Listed Issuer Financing Exemption"), for aggregate gross proceeds of C$4,177,020.16. The Common Shares sold under the Offering pursuant to the Listed Issuer Financing Exemption will not be subject to a hold period pursuant to applicable Canadian securities laws.
In addition, the Company also sold an aggregate of 707,700 Common Shares under the Offering for aggregate gross proceeds of C$905,856, to insiders of the Company pursuant to other private placement exemptions under applicable Canadian securities laws. The Common Shares issued to insiders pursuant to the Offering are subject to a hold period lasting four months and one day following the closing date of the Offering. Participation by these insiders constituted a related party transaction as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The issuance of securities to the related parties was exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(b) of MI 61-101 and exempt from the minority shareholder approval requirements of Section 5.6 of MI 61-101 pursuant to Subsection 5.7(1)(b) of MI 61-101. The Company did not file a material change report 21 days prior to the closing of the Offering as the details of the participation of these insiders of the Company had not been confirmed until the completion of the Offering.
The Offering remains subject to the final approval of the TSX-V. Following the Offering, Elemental has 180,886,010 Common Shares outstanding.
Grant of Options
The Company has also granted stock options today to purchase an aggregate of 8,030,000 Common Shares, exercisable for a period of 5 years at $1.4