Novo Announces Upsize of Previously Announced Private Placement to C$42.5 Million and Concurrent Non-Brokered Private Placeme...
August 05 2020 - 3:26PM
Novo Resources Corp. (“
Novo” or
the “
Company”) (TSX-V: NVO; OTCQX: NSRPF) is
pleased to announce that due to demand from investors, it has
increased the size of the previously announced private placement of
subscription receipts (“
Subscription Receipts”) of
the Company from C$30 million to C$42.5 million and the size of the
agents’ over-allotment option from 15% to 20% (the
“
Increased Brokered Offering”) in conjunction with
its planned acquisition of Millennium Minerals Limited (the
“
Acquisition”) (please refer to the Company’s news
release dated August 4, 2020 for further details). The Increased
Brokered Offering is through a syndicate of agents led by Clarus
Securities Inc. and Stifel GMP (the “
Agents”). The
Company is also pleased to announce a non-brokered private
placement (the “
Non-Brokered Offering”) of
subscription receipts having the same characteristics and
convertible into the same underlying securities as the subscription
receipts offered under the Increased Brokered Offering (and
hereafter also referred to as
Subscription
Receipts), to a president’s list on the same terms as the
Increased Brokered Offering.
Under the Increased Brokered Offering, the
Company may issue up to 13,076,923 Subscription Receipts at a price
of C$3.25 per Subscription Receipt for gross proceeds of up to
C$42.5 million (up to approximately US$31.7 million) which will be
placed in escrow and released immediately prior to closing of the
Acquisition, as described in Novo’s news release of August 4, 2020.
The Agents will have an option (the “Over-Allotment
Option”) to offer up to an additional 20% in Subscription
Receipts up to 48 hours prior to closing of the Increased Brokered
Offering. The Agents will have no obligation to exercise the
Over-Allotment Option.
Under the Non-Brokered Offering, the Company may
issue up to an additional 923,076 Subscription Receipts at a price
of C$3.25 per Subscription Receipt for gross proceeds of up to C$3
million (up to approximately US$2.2 million) which will also be
placed in escrow and released immediately prior to closing of the
Acquisition. The Subscription Receipts issued under the
Non-Brokered Offering will also be issued pursuant to the
subscription receipt agreement described in Novo’s news release of
August 4, 2020. Finder’s fees may be payable with respect to
subscriptions under the Non-Brokered Offering.
In aggregate, the Company may issue up to
13,999,999 Subscription Receipts at a price of C$3.25 per
Subscription Receipt for gross proceeds of up to C$45.5 million (up
to approximately US$33.9 million).
The net proceeds from the Increased Brokered
Offering and the Non-Brokered Offering will be used to fund the
Acquisition, for capital expenditures relating to the restart of
Millennium’s infrastructure, and for general corporate working
capital purposes related thereto.
The Increased Brokered Offering and the
Non-Brokered Offering are subject to certain conditions including,
but not limited to, receipt of all necessary approvals including
the approval of the TSX Venture Exchange.
About Novo Resources
Corp.Novo’s focus is primarily to explore and develop gold
projects in the Pilbara region of Western Australia, and Novo has
built up a significant land package covering approximately 13,750
square kilometres with varying ownership interests. In addition to
the Company’s primary focus, Novo seeks to leverage its internal
geological expertise to deliver value-accretive opportunities to
its shareholders. For more information, please contact Leo
Karabelas at (416) 543-3120 or
e-mail leo@novoresources.com
On Behalf of the Board of Directors,
Novo Resources Corp.
“Quinton Hennigh”Quinton Hennigh President and
Chairman 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 news release.
Forward-looking information
Some statements in this news release contain forward-looking
information (within the meaning of Canadian securities legislation)
including, without limitation, statements as to the expected
consummation of the Increased Brokered Offering and the
Non-Brokered Offering and use of the proceeds thereof.
Forward-looking statements address future events and conditions
and, as such, involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or
achievements to be materially different from any future results,
performance or achievements expressed or implied by the statements.
Such factors include, without limitation, obtaining TSX Venture
Exchange approval to the Increased Brokered Offering, the
Non-Brokered Offering and the Acquisition, satisfaction of the
other conditions precedent to the completion of the Acquisition,
and customary risks of the mineral resource exploration
industry.
This news release does not constitute an offer
for sale, or a solicitation of an offer to buy, in the United
States or to any “U.S Person” (as such term is defined in
Regulation S under the U.S. Securities Act of 1933, as amended (the
“1933 Act”)) of any equity or other securities of
Novo. The securities of Novo have not been, and will not be,
registered under the 1933 Act or under any state securities laws
and may not be offered or sold in the United States or to a U.S.
Person absent registration under the 1933 Act and applicable state
securities laws or an applicable exemption therefrom.
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