GR Silver Mining (TSX-V:GRSL) Ltd said it has entered into an agreement with Beacon Securities Limited, on behalf of a syndicate of agents to be co-led by Beacon and Red Cloud Securities Inc, in connection with a "best efforts" private placement of up to 26,000,000 special warrants at a price of $0.27 each for aggregate gross proceeds to the company of up to $7.02 million.
Each special warrant shall be automatically exercisable into one unit of the company. Each unit shall consist of one common share and one-half of one common share purchase warrant in the company. Each whole warrant will be exercisable to acquire one share for a period of 36 months following closing of the offering at an exercise price of $0.37 per share.
The company said it has granted the agents an option, exercisable by Beacon on their behalf, to purchase up to an additional 3,900,000 special warrants at the issue price for additional gross proceeds of up to $1,053,000, exercisable in whole or in part at any time up to 48 hours prior to the closing date of the offering.
GR Silver Mining said it intends to use the net proceeds of the offering for working capital and general corporate purposes.
READ: GR Silver Mining announces management changes as exploration plans at Plomosas project in Mexico 'crystallize'
All special warrants shall be automatically exercisable, for no additional consideration and without any further action on the part of the holder into units on the date that is the earlier of: the fifth business day on which a final receipt is obtained from the British Columbia Securities Commission, on behalf of the securities regulatory authorities in each of the applicable Provinces of Canada, for the filling of the final short form prospectus qualifying the distribution of the securities to be issued upon exercise or deemed exercise; and 4.59pm Toronto time on the date that is four months and a day following the closing date.
The company said it will use its commercially reasonable efforts to obtain a receipt from the Securities Commissions for its final prospectus before the date that is 70 days following closing of the offering (not including the date of closing), provided, however, that there is no assurance that the prospectus will be filed or that a receipt therefor will be issued by the Securities Commissions prior to the expiry of the statutory four-month hold period.
In the event the company has not received a receipt from the Securities Commissions for its final prospectus before the date that is 70 days following the closing of the offering (not including the date of closing), each unexercised special warrant will entitle the holder to receive, upon the exercise, for no additional consideration, instead of a unit, a penalty unit, each being comprised of one share and one full warrant.
The offering is expected to close on or about March 29, 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.
Prior to the filing of the final prospectus and their automatic exercise, the special warrants will be subject to a four-month hold period from the date of closing of the offering in addition to any other restrictions under applicable law.
The securities offered have not been registered under the US Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
GR Silver Mining is a Canadian-based, Mexico-focused junior mineral exploration company engaged in cost-effective silver-gold resource expansion on its 100%-owned assets, located on the eastern edge of the Rosario Mining District, in the southeast of Sinaloa State, Mexico.
The company controls 100% of two past producer precious metal underground and open-pit mines, within the expanded Plomosas Project, which includes the integrated San Marcial Area and La Trinidad acquisition. In conjunction with a portfolio of early to advanced-stage exploration targets, the company holds 734 square kilometers of concessions containing several structural corridors totaling over 75 kilometers in strike length.
Contact the author at jon.hopkins@proactiveinvestors.com