Electric Royalties Ltd. (TSXV:ELEC)(OTCQB:ELECF) ("Electric Royalties" or the "Company") is pleased to announce that it has closed its brokered private placement (the "Offering") as previously announced on December 9, 2024. An aggregate of 12,248,235 units of the Company ("Units") were sold under the Offering at a price of C$0.18 per Unit (the "Issue Price") for gross proceeds of C$2,204,682. Canaccord Genuity Corp. and Red Cloud Securities Inc. (collectively, the "Agents") acted as agents in connection with the Offering.
In addition, the Company also announces the closing of a non-brokered private placement (the "Concurrent Financing" and together with the Offering, the "Private Placements") with Globex Mining Enterprises Inc. (TSX:GMX)(OTCQX:GLBXF) (Frankfurt:G1MN) ("Globex") of 1,666,667 additional Units of the Company (the "Additional Units" and together with the Units, the "Offered Units") at a price of C$0.18 per Additional Unit for additional gross proceeds of C$300,000. The Company raised aggregate gross proceeds of C$2,504,682 from the Private Placements.
"With strong participation in this financing from our existing shareholders along with some supportive new shareholders, Electric Royalties is well positioned to capitalize on the strategic opportunities we see before us," said Brendan Yurik, the Company's CEO. "Following the positive news announced in recent weeks in connection with our flagship lithium and manganese royalties, we envision other important developments and milestones coming from our royalty portfolio this year."
Each Offered Unit is comprised of one common share of the Company (each, a "Common Share") and one common share purchase warrant of the Company (each whole common share purchase warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase one common share of the Company (each, a "Warrant Share") at an exercise price of C$0.25 per Warrant Share for a period of 2 years following the closing of the Private Placements.
The net proceeds of the Private Placements will be used to complete the remaining C$450,000 payment in respect of the acquisition of the 0.75% Gross Revenue Royalty on the Punitaqui copper mine in Chile, and for general corporate purposes.
With respect to the Offering, the Units were offered for sale to purchasers resident in Canada (other than Québec residents) and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption (the "Listed Issuer Financing Exemption") under Part 5A of the National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"). Because the Offering has been completed pursuant to the Listed Issuer Financing Exemption, the securities issued to Canadian resident subscribers in the Offering will not be subject to a hold period pursuant to applicable Canadian securities laws.
With respect to the Concurrent Financing, the Additional Units were sold to Globex pursuant to the "accredited investor" or another exemption (other than the listed issuer financing exemption) under NI 45-106. The Additional Units are subject to a four-month hold period pursuant to Canadian securities laws.
The Agents received an aggregate cash commission equal to C$122,827.77 and an aggregate of 682,377 warrants of the Company (the "Broker Warrants"). Each Broker Warrant will be exercisable to acquire one Common Share at an exercise price of C$0.18 at any time on or before January 15, 2027. The Broker Warrants and Common Shares underlying the Broker Warrants are subject to a four-month hold period pursuant to Canadian securities laws.
There is an amended and restated offering document related to the Offering that can be accessed under the Company's profile at www.sedarplus.ca and at www.electricroyalties.com.
Gleason & Sons LLC, controlled by Stefan Gleason, a director of the Company and a shareholder that holds in excess of 10% of the issued and outstanding Common Shares, subscribed for 138,889 Units under the Offering. Globex, a shareholder that holds in excess of 10% of the issued and outstanding Common Shares, also subscribed for 1,666,667 Units under the Concurrent Financing. Additionally, Marchand Snyman, a director of the Company, and Brendan Yurik, a director and officer of the Company, subscribed for 275,000 Units and 138,889 Units respectively, under the Offering. The participation by each of Stefan Gleason, Globex, Marchand Snyman and Brendan Yurik constitutes a "related party transaction" within the meaning of the policies of the TSX Venture Exchange and Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The securities issued to Stefan Gleason and Globex will be subject to a four-month hold period pursuant to applicable securities legislation and applicable policies of the TSX Venture Exchange. The Company is relying upon the exemptions from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(a) and (b), and 5.7(1)(a), respectively, of MI 61-101 on the basis that neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction insofar as it involves interested parties (within the meaning of MI 61-101) in the Private Placements exceeds 25% of the Company's market capitalization calculated in accordance with MI 61-101, and on the basis that no securities of the Company are listed or quoted on a stock exchange as specified in MI 61-101. The Company did not file a material change report 21 days prior to the closing of the Private Placements as the details of the participation of each of Stefan Gleason, Globex, Marchand Snyman and Brendan Yurik had not been confirmed at that time.
About Electric Royalties Ltd.
Electric Royalties is a royalty company established to take advantage of the demand for a wide range of commodities (lithium, vanadium, manganese, tin, graphite, cobalt, nickel, zinc and copper) that will benefit from the drive toward electrification of a variety of consumer products: cars, rechargeable batteries, large scale energy storage, renewable energy generation and other applications.
Electric vehicle sales, battery production capacity and renewable energy generation are slated to increase significantly over the next several years and with it, the demand for these targeted commodities. This creates a unique opportunity to invest in and acquire royalties over the mines and projects that will supply the materials needed to fuel the electric revolution.
Electric Royalties has a growing portfolio of 41 royalties in lithium, vanadium, manganese, tin, graphite, cobalt, nickel, zinc and copper across the world. The Company is focused predominantly on acquiring royalties on advanced stage and operating projects to build a diversified portfolio located in jurisdictions with low geopolitical risk, which offers investors exposure to the clean energy transition via the underlying commodities required to rebuild the global infrastructure over the next several decades toward a decarbonized global economy.
For further information, please contact:
Brendan Yurik
CEO, Electric Royalties Ltd.
Phone: (604) 364‐3540
Email: Brendan.yurik@electricroyalties.com
https://www.electricroyalties.com/
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange), nor any other regulatory body or securities exchange platform, accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statements Regarding Forward-Looking Information and Other Company Information
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available. This press release is not an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction.
This news release includes certain forward-looking statements concerning the use of proceeds of the Offering, the future performance of our business, its operations and its financial performance and condition, as well as management's objectives, strategies, beliefs and intentions. Forward-looking statements are frequently identified by such words as "may", "will", "plan", "expect", "anticipate", "estimate", "intend" and similar words referring to future events and results. Forward-looking statements are based on the current opinions and expectations of management. All forward-looking information is inherently uncertain and subject to a variety of assumptions, risks and uncertainties, including the speculative nature of mineral exploration and development, fluctuating commodity prices, competitive risks and the availability of financing, as described in more detail in our recent securities filings available at www.sedarplus.ca. Actual events or results may differ materially from those projected in the forward-looking statements and we caution against placing undue reliance thereon. We assume no obligation to revise or update these forward-looking statements except as required by applicable law.
SOURCE: Electric Royalties Ltd.
