Benchmark Metals Announces $30.0 Million Bought Deal Private Placement Financing
15 November 2021 - 2:04PM
Benchmark Metals Inc. (the
“
Company” or “
Benchmark“) (TSX-V:
BNCH) (OTCQB: CYRTF) (WKN: A2JM2X) – is pleased to announce
that the Company has entered into an agreement with a syndicate of
underwriters (the “Underwriters”) led by PI Financial Corp. (“PI
Financial”) and Sprott Capital Partners LP (“Sprott Capital”),
pursuant to which the Underwriters have agreed to purchase
10,000,000 units (the “Units”), 1,600,000 flow-through units (the
“FT Units”), and 12,680,000 charity flow-through units (the
“Charity FT Units”) of the Company for aggregate gross proceeds of
approximately C$30.0 million (the “Offering”).
The Units, FT Units, and Charity FT Units will
be offered by way of a private placement pursuant to exemptions
from the prospectus requirements to residents of the Provinces of
British Columbia, Alberta, Saskatchewan, Ontario and such other
jurisdictions as may be agreed to by the Company and the
Underwriters.
Each Unit will be sold at a price of C$1.00 (the
“Unit Offering Price”) and consist of one (1) common share and
one-half (1/2) of one transferable common share purchase warrant
(each whole such common share purchase warrant, a “Warrant”). Each
FT Unit will be sold at a price of C$1.25 and consist of one
flow-through common share and one-half (1/2) of one Warrant to be
issued on a non-flow through basis. Each Charity FT Unit will be
sold at a price of C$1.42 and consist of one charity flow-through
common share and one-half (1/2) of one Warrant to be issued on a
non-flow through basis. Each Warrant shall be exercisable into one
additional common share for twenty-four (24) months from the date
of closing of the Offering (the “Closing Date”) at an exercise
price of C$1.55.
The Company has also granted the Underwriters an
option to increase the size of the offering (the “Underwriters’
Option”), which will allow the underwriters to offer up to an
additional 20% of the Offering, on the same terms. The
Underwriters’ Option may be exercised in whole or in part at any
time prior to the closing of the Offering, in any combination of
Units, FT Units, and Charity FT Units.
The Company has agreed to pay the Underwriters a
cash commission equal to 6.0% of the gross proceeds from the
Offering and issue to the Underwriters non-transferable warrants
(“Compensation Warrants”) equal to 6.0% of the aggregate number of
Offered Securities issued under the Offering. The Compensation
Warrants will be exercisable into common shares at the Unit
Offering Price for a period of twenty four (24) months from the
Closing Date.
The net proceeds raised from the Units will be
used to fund ongoing project development expenditures at the
Company’s Lawyer’s Gold-Silver Project, and for working capital and
general corporate purposes.
The gross proceeds from the sale of the FT Units
and the Charity FT Units will be used before 2023 by the Company to
incur eligible “Canadian exploration expenses” that will qualify as
“flow-through mining expenditures” as such terms are defined in the
Income Tax Act (Canada) (the “Qualifying Expenditures“) related to
the Company’s projects in Canada. All Qualifying Expenditures will
be renounced in favour of the subscribers of the FT Units and the
Charity FT Units effective December 31, 2021.
The Offering is expected to close on or about
December 9, 2021 or such other date as agreed between the Company
and the Underwriters, and is subject to certain conditions
including, but not limited to, the receipt of all necessary
regulatory approvals. The Units, FT Units, and Charity FT Units are
subject to a four month and a day hold period from the Closing
Date.
This news 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 U.S.
Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
About Benchmark Metals
Benchmark Metals Inc. is a Canadian mineral
exploration company focused on proving and developing the
substantial resource potential of the Lawyer’s Gold-Silver Project,
located in the prolific Golden Horseshoe of northern British
Columbia, Canada. The Company trades on the TSX Venture Exchange in
Canada, the OTCQX Best Market in the United States, and the
Tradegate Exchange in Europe. Benchmark is managed by proven
resource sector professionals, who have a track record of advancing
exploration projects from grassroots scenarios through to
production.
Benchmark is part of the Metals Group of
companies, managed by an award-winning team of professionals who
stand for technical excellence, painstaking project selection and
uncompromising corporate governance, with a proven ability to
capitalize on investment opportunities and deliver shareholder
returns.
www.metalsgroup.com
ON BEHALF OF THE BOARD OF DIRECTORS
s/ “John Williamson”John
Williamson, Chief Executive Officer
For further information, please
contact:Jim GreigEmail: jimg@BNCHmetals.comTelephone: +1
604 260 6977
NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION
SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE
TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR
ACCURACY OF THIS RELEASE.
This news release may contain certain “forward
looking statements”. Forward-looking statements involve known and
unknown risks, uncertainties, assumptions and other factors that
may cause the actual results, performance or achievements of the
Company to be materially different from any future results,
performance or achievements expressed or implied by the
forward-looking statements. Any forward-looking statement speaks
only as of the date of this news release and, except as may be
required by applicable securities laws, the Company disclaims any
intent or obligation to update any forward-looking statement,
whether as a result of new information, future events or results or
otherwise.
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