AMEX Announces C$8 Million Bought Deal Private Placement, Including a Strategic Investment by Eric Sprott
October 15 2019 - 3:36PM
Amex Exploration Inc. (“Amex” or the “Company”) (TSXV:
AMX) is pleased to announce that it has entered into an
agreement with a syndicate of underwriters co-led by PI Financial
Corp. and Generic Capital Corporation (collectively, the
"Underwriters"), pursuant to which the Underwriters have agreed to
purchase, on a "bought deal" private placement basis, 4,444,500
flow-through units (the “Flow-Through Units”) of the Company, at a
price per Flow-Through Unit of $1.80 (the “Issue Price”), for gross
proceeds of C$8,000,100 (the "Offering"). The Issue Price
represents a premium of approximately 63% to the closing price of
the Corporation's common shares on the TSX Venture Exchange on
October 15, 2019.
Each Flow-Through Unit shall be comprised of one
common share of the Company issued on a flow-through basis
(“Flow-Through Share”) and one-half of one common share purchase
warrant to be issued on a non-flow-through basis (each whole such
warrant, a “Warrant”). Each whole Warrant shall entitle the holder
thereof to acquire one common share of Amex at a price of $1.50 for
a period of 18 months following the closing of the Offering. The
Flow-Through Shares will 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 Company is pleased to announce that the
Underwriters have advised the Company that Eric Sprott has agreed
to make a strategic investment in connection with the Offering. On
completion of the Offering, it is expected that Eric Sprott will
own ~14.2% of Amex on a non-diluted basis.
The Company has also granted the underwriters an
option to purchase up to an additional 888,900 Flow-Through Units
to cover over-allotments, exercisable in whole or in part at any
time prior to the closing date of the Offering.
The gross proceeds from the sale of the
Flow-Through Shares will be used for general exploration
expenditures on Amex’s properties located in Quebec.
The Offering is scheduled to close on or about
November 5, 2019, 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 and other approvals including the approval of the TSX
Venture Exchange.
In connection with the Offering, the
underwriters will receive on closing of the Offering: (i) a cash
commission of 6.0% of the gross proceeds of the Offering, excluding
gross proceeds from the issuance of Flow-Through Units on a
president’s list to be agreed upon by the Company and the
Underwriters (the “President’s List”) for which a commission of
3.0% of such gross proceeds will be paid by the Company to the
Underwriters; and (ii) that number of non-transferable compensation
options as is equal to (a) 6.0% of the aggregate number of
Flow-Through Units sold under the Offering, excluding those
Flow-Through Units sold to subscribers on the President’s List, and
(b) 3.0% of the aggregate number of Flow-Through Units sold under
the Offering to participants on the President’s List. Each
compensation option shall be exercisable into one common share of
the Company at a price of $1.50 per common share for a period of 18
months from the closing date of the Offering.
This news release does not constitute an offer
to sell or a solicitation of an offer to sell 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 AmexAmex Exploration Inc.
is a junior mining exploration company, the primary objective of
which is to acquire, explore, and develop viable gold and base
metal projects in the mining-friendly jurisdictions of Quebec and
Ontario. Amex is focused on its 100% owned Perron gold project
located 110 kilometers north of Rouyn Noranda, Quebec, consisting
of 116 contiguous claims covering 4,518 hectares. A number of
significant gold discoveries have been made at Perron, including
the Eastern Gold Zone, the Gratien Gold Zone, the Grey Cat Zone,
and the Central Polymetallic Zone. High-grade gold has been
identified in each of the zones. A significant portion of the
project remains underexplored. In addition to the Perron project,
the company holds a portfolio of three other properties focused on
gold and base metals in the Abitibi region of Quebec and
Ontario.
For further information please contact:Victor
CantorePresident and Chief Executive OfficerAmex Exploration:
514-866-8209
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.
Forward-looking statements:
This news release contains
forward-looking statements. All statements, other than of
historical facts, that address activities, events or developments
that the Company believes, expects or anticipates will or may occur
in the future including, without limitation, the completion of the
Offering as described herein are forward-looking statements.
Forward-looking statements are generally identifiable by use of the
words “will”, “should”, “continue”, “expect”, “anticipate”,
“estimate”, “believe”, “intend”, “to earn”, “to have’, “plan” or
“project” or the negative of these words or other variations on
these words or comparable terminology. Forward-looking statements
are subject to a number of risks and uncertainties, many of which
are beyond the Company’s ability to control or predict, that may
cause the actual results of the Company to differ materially from
those discussed in the forward-looking statements. Factors that
could cause actual results or events to differ materially from
current expectations include, among other things, failure to obtain
any necessary regulatory approvals, the termination of any
agreement governing the Offering, general business and economic
conditions, changes in world gold markets, sufficient labour and
equipment being available, changes in laws and permitting
requirements, unanticipated weather changes, title disputes and
claims, environmental risks as well as those risks identified in
the Company’s annual Management’s Discussion and Analysis. Should
one or more of these risks or uncertainties materialize, or should
assumptions underlying the forward-looking statements prove
incorrect, actual results may vary materially from those described
and accordingly, readers should not place undue reliance on
forward-looking statements. Although the Company has attempted to
identify important risks, uncertainties and factors which could
cause actual results to differ materially, there may be others that
cause results not to be as anticipated, estimated or intended. The
Company does not intend, and does not assume any obligation, to
update these forward-looking statements except as otherwise
required by applicable law.
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