Graphite One Announces Proposed Amendments to Outstanding Warrants
Graphite One Announces Proposed Amendments to
Outstanding Warrants
VANCOUVER, BC
,
Feb. 13, 2024
/CNW/ -
Graphite One Inc.
(TSXV: GPH) (OTCQX: GPHOF)
("Graphite One" or the
"Company")
announces today that it intends to amend the terms of the aggregate 11,955,677 outstanding common share purchase
warrants (the "
Warrants
") due to expire on
August 28, 2024
,
November 21, 2024
and
September 17, 2024
.
The Warrants were issued in connection with: (i) a private placement transaction that closed in two tranches, on
August 28, 2022
and
November 21, 2022
and are currently exercisable at
Cdn$1.50
per common share, and (ii) a private placement transaction that closed
on
September 17, 2023
and are currently exercisable at
Cdn$1.21
per common share.
Under the proposed amendments to the Warrants (the "
Proposed Amendments
"), the exercise price will be reduced to
Cdn$1.00
per common share commencing on the date of TSX Venture Exchange ("
TSXV
") approval and will expire 30 days from the date of
such approval at
4:00 p.m.
(
Vancouver
time) (the "
Reduced Term
"). The exercise price will revert back to the original exercise price
for any Warrants that are not exercised during the Reduced Term. The Company intends to issue an updating news release upon
receipt, if any, from the TSXV of the Proposed Amendments.
If the Warrants are exercised during the Reduced Term, the holder of such Warrant will receive for each Warrant exercised, at no
additional cost, one common share purchase warrant (the "
Sweetener Warrant
"), whereby the Sweetener Warrant will have an
exercise price of
Cdn$1.00
per common share and expire at the earlier of: (i) three (3) years from the date of issuance; and (ii) 30
days, at the Company's option, if for any ten (10) consecutive trading days the closing price of the Company's common shares on the
TSXV equals or exceeds
Cdn$1.20
. The Sweetener Warrants will be subject to a four-month and one day hold period from their date
of issuance. The use of proceeds for any Sweetener Warrant exercised will be used to support the Project's feasibility study and for
general working capital.
The Proposed Amendments are designed to encourage the early exercise of the Warrants and to more closely align the terms of the
Warrants with current market conditions. The Proposed Amendments remain subject to the approval of the TSXV.
Taiga Mining Company Inc.("
Taiga
"), a control person of the Company, beneficially owns 2,258,957 Warrants. As a result, the
Proposed Amendments are considered to be a "related party transaction" as defined under Multilateral Instrument 61-101
–
Protection of Minority Security Holders in Special Transactions
("
MI 61-101
"). The Company is relying on the exemptions from the
formal valuation and minority approval requirements found in Sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of
the Proposed Amendments, insofar as it involves Taiga, is not more than 25% of the Company's market capitalization. The Proposed
Amendments were unanimously approved by the directors of the Company, after the nature and extent of Taiga's interest in the
Proposed Amendments was disclosed. The Company did not file a material change report at least 21 days before the expected
effective date of the Proposed Amendments as the Company was required to complete the Proposed Amendments in an expeditious
manner.
About Graphite One Inc.
GRAPHITE ONE INC. (TSX–V: GPH; OTCQX: GPHOF) continues to develop its Graphite One Project (the "
Project
") to become an
American producer of high-grade anode materials that is integrated with a domestic graphite resource. The Project is proposed as a
vertically integrated enterprise to mine, process and manufacture anode materials primarily for the lithium–ion electric vehicle battery
market. As set forth in the Company's 2022 Pre-Feasibility Study, graphite mineralization mined from the Company's Graphite Creek
Property, situated on the
Seward Peninsula
about sixty (60) kilometers north of
Nome, Alaska
, would be processed into concentrate
at an adjacent processing plant. Natural and artificial graphite anode materials and other value–added graphite products would be
manufactured from the concentrate and other materials at the Company's proposed advanced graphite materials manufacturing
facility to be located in the contiguous United States. The Company intends to make a production decision on the Project upon the
completion of a Feasibility Study.
On Behalf of the Board of Directors
"Anthony Huston" (signed)
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 release.
This release includes certain statements that may be deemed to be forward-looking statements. Other than statements of historical
facts, all statements in this release that address the implementation of the Proposed Amendments, including the anticipated timing
thereof and the TSXV's acceptance of the Proposed Amendments are forward-looking statements. Although the Company believes
the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are no
guarantees of future performance and actual results or developments may differ materially from those in the forward-looking
statements. Factors that could cause actual results to differ materially from those in forward-looking statements include the receipt
of all necessary regulatory approvals, market prices, continued availability of capital and financing, and general economic, market
or business conditions. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of
the date it is expressed in this press release, and the Company undertakes no obligation to update publicly or revise any forward-
looking information, except as required by applicable securities laws. For more information on the Company, investors should
review the Company's continuous disclosure filings that are available at
www.sedarplus.ca
.
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For further information:
On Graphite One Inc., please visit the Company's website, www.GraphiteOneInc.com or contact: Anthony
Huston, CEO, President & Director, Tel: (604) 889-4251, Email: [email protected]; Investor Relations Contact, Tel:
(604) 684-6730, [email protected]
CO: Graphite One Inc.
CNW 07:00e 13-FEB-24