Vox Royalty Corp. (TSXV:
VOX) (“
Vox” or
the “
Company”), a high growth precious metals
focused royalty company, is pleased to announce that it has
launched an overnight marketed public offering of units of the
Company (the “
Units”) at a price of C$3.00 per
Unit, for gross proceeds of approximately C$15 million (the
“
Offering”). Each Unit will be comprised of one
ordinary share of the Company (a “
Share”) and one
half of one ordinary share purchase warrant of the Company (each
full common share purchase warrant, a “
Warrant”).
Each Warrant will be exercisable to acquire one Share of the
Company (a “
Warrant Share”) for a period of 36
months following the closing date of the Offering at an exercise
price of C$4.50 per Warrant Share, subject to adjustment in certain
events.
The Offering is expected to be priced in the
context of the market, with the final terms of the Offering to be
determined at the time of pricing pursuant to the terms of an
underwriting agreement to be entered into between the Company, BMO
Capital Markets, and Cantor Fitzgerald Canada Corporation as lead
underwriters and joint bookrunners, and a syndicate of underwriters
(collectively, the “Underwriters”). There can be
no assurance as to whether or when the Offering may be completed,
or as to the actual size or terms of the Offering. The Offering is
expected to close on or about March 25, 2021 and will be subject to
market and other customary conditions, including approval of the
TSX Venture Exchange.
In addition, the Company intends to grant the
Underwriters a 30-day option to purchase up to an additional 15% of
the Units offered in the proposed Offering on the same terms and
conditions (the “Over-Allotment Option”). The
Over-Allotment Option may be exercised in whole or in part to
purchase Shares, Warrants, or Units as determined by the
Underwriters.
The Company intends to use the net proceeds of
the offering to support continued growth of the Company’s portfolio
of assets and for general corporate purposes.
The Units will be offered in each of the
provinces of Canada, excluding Quebec, pursuant to a prospectus
supplement to the Company’s short form base shelf prospectus dated
October 2, 2020 (the “Base Shelf Prospectus”). The
Units will not be offered or sold in the United States or to U.S.
persons except pursuant to Rule 144A or in such other manner as to
not require registration under the United States Securities Act of
1933, as amended (the “U.S. Securities Act”).
The Company intends to file a final prospectus
supplement to its Base Shelf Prospectus on or about March 22, 2021.
The final prospectus supplement and the Base Shelf Prospectus
contain important detailed information about the Company and the
proposed Offering. Prospective investors should read the Base Shelf
Prospectus and the other documents the Company has filed before
making an investment decision. Copies of the documents, following
filing thereof, and the Base Shelf Prospectus will be available on
SEDAR at www.sedar.com.
This news release shall not constitute an offer
to sell or the solicitation of an offer to buy securities in the
United States, nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. The securities to be offered have not been, and will not
be registered under the U.S. Securities Act or under any U.S. state
securities laws, and may not be offered or sold in the United
States or to, or for the account or benefit of, U.S. persons,
absent registration or an applicable exemption from the
registration requirements of the U.S. Securities Act and applicable
state securities laws.
About Vox
Vox is a high growth precious metals royalty and
streaming company with a portfolio of over 40 royalties and streams
spanning nine jurisdictions. The Company was established in 2014
and has since built unique intellectual property, a technically
focused transactional team and a global sourcing network which has
allowed Vox to become the fastest growing company in the royalty
sector. Since the beginning of 2019, Vox has announced over 15
separate transactions to acquire over 40 royalties.
Further information on Vox can be found at
www.voxroyalty.com.
For further information contact:
Kyle FloydChief Executive
Officerinfo@voxroyalty.com
Cautionary Note Regarding Forward
Looking Information
This news release contains certain
forward-looking statements. Any statements that express or involve
discussions with respect to predictions, expectations, beliefs,
plans, projections, objectives, assumptions or future events or
performance (often, but not always, using words or phrases such as
“expects” or “does not expect”, “is expected”, “anticipates” or
“does not anticipate” “plans”, “estimates” or “intends” or stating
that certain actions, events or results “ may”, “could”, “would”,
“might” or “will” be taken, occur or be achieved) are not
statements of historical fact and may be “forward-looking
statements”.
The forward-looking statements and information
in this press release include, but are not limited to, statements
regarding the filing of the final prospectus supplement, the
completion of the Offering and the use of the net proceeds
therefrom, the anticipated closing date, and future royalty
acquisition plans of Vox.
Forward-looking statements and information are
based on forecasts of future results, estimates of amounts not yet
determinable and assumptions that, while believed by management to
be reasonable, are inherently subject to significant business,
economic and competitive uncertainties and contingencies.
Forward-looking statements and information are subject to various
known and unknown risks and uncertainties, many of which are beyond
the ability of Vox to control or predict, that may cause Vox’s
actual results, performance or achievements to be materially
different from those expressed or implied thereby, and are
developed based on assumptions about such risks, uncertainties and
other factors set out herein, including but not limited to: the
requirement for regulatory approvals and third party consents, the
impact of general business and economic conditions, the absence of
control over the mining operations from which Vox will receive
royalties, including risks related to international operations,
government relations and environmental regulation, the inherent
risks involved in the exploration and development of mineral
properties; the uncertainties involved in interpreting exploration
data; the potential for delays in exploration or development
activities; the geology, grade and continuity of mineral deposits;
the impact of the COVID-19 pandemic; the possibility that future
exploration, development or mining results will not be consistent
with Vox’s expectations; accidents, equipment breakdowns, title
matters, labor disputes or other unanticipated difficulties or
interruptions in operations; fluctuating metal prices;
unanticipated costs and expenses; uncertainties relating to the
availability and costs of financing needed in the future; the
inherent uncertainty of production and cost estimates and the
potential for unexpected costs and expenses, commodity price
fluctuations; currency fluctuations; regulatory restrictions,
including environmental regulatory restrictions; liability,
competition, loss of key employees and other related risks and
uncertainties.
Vox has assumed that the material factors
referred to in the previous paragraph will not cause such forward
looking statements and information to differ materially from actual
results or events. However, the list of these factors is not
exhaustive and is subject to change and there can be no assurance
that such assumptions will reflect the actual outcome of such items
or factors. The forward-looking information contained in this press
release represents the expectations of Vox as of the date of this
press release and, accordingly, is subject to change after such
date. Readers should not place undue importance on forward looking
information and should not rely upon this information as of any
other date. While Vox may elect to, it does not undertake to update
this information at any particular time except as required in
accordance with applicable laws.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
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