Azimut Announces Closing of $28.75 Million Bought Deal Private Placement Financing
Azimut Announces Closing of $28.75 Million
Bought Deal Private Placement Financing
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWS WIRE SERVICES OR FOR
DISSEMINATION IN
THE UNITED STATES
/
Symbol: AZM.TSX Venture
LONGUEUIL, QC
,
July 16, 2021
/CNW Telbec/ -
Azimut Exploration Inc.
("
Azimut
" or the
"
Company
") (TSXV: AZM) is pleased to announce that it has closed its previously announced
bought deal private placement financing (the "
Offering
") for total gross proceeds of approximately
$28.75 million
, consisting of 3,463,900 common shares of the Company that qualify as "flow-through
shares" (within the meaning of subsection 66(15) of the
Income Tax Act
(
Canada
) and section 359.1
of the
Taxation Act
(Québec)) (the "
FT Shares
") at a price of
$3.32
per FT Share and
9,078,472 common shares of the Company on a non-flow-through basis (the "
Shares
" and, together
with the FT Shares, the "
Offered Shares
") at a price of
$1.90
per Share, which includes the
exercise of the underwriters' option to purchase 1,973,172 additional Shares.
Paradigm Capital Inc. acted as lead underwriter (the "
Lead Underwriter
") in connection with the
Offering with a syndicate including Laurentian Bank Securities Inc. and Sprott Capital Partners LP
(together with the Lead Underwriter, the "
Underwriters
"). As consideration for the services provided
by the Underwriters in connection with the Offering, the Underwriters received: (a) a cash
commission representing 6.0% of the aggregate gross proceeds from sales of the Offered Shares
under the Offering (reduced to 3% for certain subscribers on the president's list of the Company);
and (b) non-transferable compensation options, representing 4% of the total number of Offered
Shares sold under the Offering, each exercisable for one common share of the Company at a price
of
$1.90
per share until
January 16, 2023
.
The Company will use an amount equal to the gross proceeds received by the Company from the
sale of the FT Shares, pursuant to the provisions in the
Income Tax Act
(
Canada
) and the
Taxation
Act
(Québec), to incur eligible "Canadian exploration expenses" that qualify as "flow-through mining
expenditures" as both terms are defined in the
Income Tax Act
(
Canada
) (the "
Qualifying
Expenditures
") on or before
December 31, 2022
, and to renounce all the Qualifying Expenditures in
favour of the subscribers of the FT Shares effective
December 31, 2021
. In addition, with respect to
Québec resident subscribers of the FT Shares who are eligible individuals under the
Taxation
Act
(Québec), the Canadian exploration expenses will also qualify for inclusion in the "exploration
base relating to certain Québec exploration expenses" within the meaning of section 726.4.10 of the
Taxation Act
(Québec) and for inclusion in the "exploration base relating to certain Québec surface
mining expenses or oil and gas exploration expenses" within the meaning of section 726.4.17.2 of
the
Taxation Act
(Québec). The net proceeds from the sale of the Shares will be used for
exploration and for general corporate purposes.
The strategic investor, who participated in the
February 2020
private placement, also participated in
the Offering and following the Offering will have pro-forma ownership of approximately 9.79%.
All securities issued in connection with the Offering are subject to a statutory hold period in
Canada
expiring on
November 17, 2021
. The Offering remains subject to final acceptance of the TSX
Venture Exchange.
The securities have not been, and will not be, registered under the Unites States Securities Act of
1933, as amended (the "
U.S. Securities Act
"), or any U.S. state securities laws, and may not be
offered or sold in the Unites States without registration under the U.S. Securities Act and all
applicable state securities laws or compliance with requirements of an applicable exemption
therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy
securities in the Unites States, nor shall there be any sale of these securities in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
About Azimut
Azimut is a mineral exploration company whose core business centres on target generation and
partnership development. The Company is actively advancing the Patwon gold discovery on its
100%-owned flagship Elmer Property in the
James Bay
region.
The Company uses a pioneering approach to big data analytics (the proprietary
AZtechMine
TM
expert system), enhanced by extensive exploration know-how. Azimut maintains
rigorous financial discipline and has 81.7 million shares outstanding. Azimut's competitive edge
against exploration risk is founded on systematic regional-scale data analysis and multiple
concurrently active projects.
Cautionary Statement
Neither the 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 news release.
This news release includes certain "forward-looking statements" which are not comprised of
historical facts. Forward-looking statements include estimates and statements that describe the
Company's future plans, objectives or goals, including words to the effect that the Company or
management expects a stated condition or result to occur. Forward-looking statements may be
identified by such terms as "believes", "anticipates", "expects", "estimates", "may", "could", "would",
"will", or "plan". Since forward-looking statements are based on assumptions and address future
events and conditions, by their very nature they involve inherent risks and uncertainties. Although
these statements are based on information currently available to the Company, the Company
provides no assurance that actual results will meet management's expectations. Risks, uncertainties
and other factors involved with forward-looking information could cause actual events, results,
performance, prospects and opportunities to differ materially from those expressed or implied by
such forward-looking information. Forward looking information in this news release includes, but is
not limited to, the Company's objectives, goals or future plans, use of proceeds of the Offering,
renunciation and tax treatment of the FT Shares and receipt of final acceptance of the TSX Venture
Exchange for the Offering. Factors that could cause actual results to differ materially from such
forward-looking information include, but are not limited to changes in equity markets, changes in
exchange rates, fluctuations in commodity prices, capital, operating and reclamation costs varying
significantly from estimates and the other risks involved in the mineral exploration and development
industry, and those risks set out in the Company's public documents filed on SEDAR. Although the
Company believes that the assumptions and factors used in preparing the forward-looking
information in this news release are reasonable, undue reliance should not be placed on such
information, which only applies as of the date of this news release, and no assurance can be given
that such events will occur in the disclosed time frames or at all. The Company disclaims any
intention or obligation to update or revise any forward-looking information, whether as a result of
new information, future events or otherwise, other than as required by law.
SOURCE
Azimut Exploration Inc.
View original content:
http://www.newswire.ca/en/releases/archive/July2021/16/c9228.html
%SEDAR: 00003284E
For further information:
Jean-Marc Lulin, President and CEO, Tel.: (450) 646-3015 - Fax: (450)
646-3045, [email protected], www.azimut-exploration.com
CO: Azimut Exploration Inc.
CNW 11:03e 16-JUL-21