/Not for distribution to United States newswire services or for
dissemination in the United
States/
SASKATOON, SK, Oct. 3, 2022
/CNW/ - Royal Helium Ltd. (TSXV: RHC) (TSXV: RHC.WT) (OTCQB: RHCCF)
("Royal" or the "Company") is pleased to announce
that it has entered into an agreement with a syndicate of
investment dealers led by Cormark Securities Inc. (collectively the
"Underwriters"), which have agreed to purchase, on a bought
deal basis, 19,231,000 units (the "Units") of Royal at a
purchase price of $0.26 per Unit (the
"Offering Price"), for aggregate gross proceeds in the
amount of approximately $5 million
(the "Offering"). Each Unit will consist of one common share
of Royal (a "Unit Share") and one common share purchase
warrant (each full warrant, a "Warrant"), each Warrant being
exercisable to acquire one common share of Royal at a purchase
price of $0.32 for a period of 36
months following the closing of the Offering.
In addition, the Company has granted the Underwriters an option
to purchase up to an additional 2,884,650 Units (representing 15%
of the base Offering) at the Offering Price exercisable within 30
days after the closing of the Offering for additional gross
proceeds in the amount of up to $750,009.
The Offering is scheduled to close on October 13, 2022 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary approvals including the approval of the TSX Venture
Exchange and the securities regulatory authorities.
The net proceeds of the Offering will be used to fund
engineering and design costs associated with the Company's
production plant planned for Steveville, completion and exploration
activities on the Company's lands and for general corporate
purposes.
The Units will be offered (i) by way of a prospectus supplement
(the "Prospectus Supplement") to Royal's short form base
shelf prospectus dated September 28,
2022, which Prospectus Supplement will be filed with the
securities commissions and other similar regulatory authorities in
each of the provinces of Canada,
other than Quebec; (ii) in
the United States by way of
private placement pursuant to the exemption from registration
provided for under Rule 144A of the United States Securities Act of
1933, as amended; and (iii) in jurisdictions outside of
Canada and the United States as are agreed to by the
Company and the Underwriters on a private placement or equivalent
basis.
These securities offered have not been registered under the
United States Securities Act of 1933, as amended, and may
not be offered or sold in the United
States absent registration or an applicable exemption from
registration requirements.
About Royal Helium Ltd.
Royal controls over 1,000,000 acres of prospective helium land
in southern Saskatchewan and
southern Alberta. All of Royals'
lands are in close vicinity to highways, roads, cities and
importantly, close to existing oil and gas infrastructure, with a
significant portion of its land in close proximity to existing
helium producing locations. With stable, rising prices and limited,
non-renewable sources for helium worldwide, Royal intends to become
a leading North American producer of this high value commodity.
This press release shall not constitute an offer to sell or
solicitation of an offer to buy the securities in any jurisdiction.
The common shares and the warrants will not be and have not been
registered under the United States Securities Act of 1933 and may
not be offered or sold in the United
States absent registration or applicable exemption from the
registration requirements.
Caution regarding forward-looking information:
This release includes certain statements that may be deemed to
be "forward-looking statements". All statements in this release,
other than statements of historical facts, that address events or
developments that management of the Company expects, are
forward-looking statements including, but not limited to: the
scheduled closing date of the offering; the intended use of the net
proceeds of the offering; and the Corporation's planned
engineering, design, drilling and completion activities. Although
management believes the expectations expressed in such
forward-looking statements are based on reasonable assumptions,
such statements are not guarantees of future events or performance,
and actual results or developments may differ materially from those
in the forward-looking statements. The Company undertakes no
obligation to update these forward-looking statements if
management's beliefs, estimates or opinions, or other factors,
should change. Factors that could cause actual results to differ
materially from those in forward-looking statements, include:
market prices; exploration and development successes; continued
availability of capital and financing; availability of engineering,
design, drilling and completion services; and general economic,
market or business conditions. Please see the public filings of the
Company at www.sedar.com for further information including but not
limited to those risks described under "Risk Factors" in the
Company's annual information form dated May
24, 2022 for the year ended December
31, 2021
For more information, please contact the Company.
SOURCE Royal Helium Ltd.
