Rebel Capital Inc. and Electric Royalties Ltd. Announce Closing Of Qualifying Transaction
The common shares of the Company are expected to begin trading as a Tier 2 Issuer on the TSX Venture Exchange ("TSX-V") under the symbol "ELEC" on Monday, June 29, 2020.
Completion of the Qualifying Transaction and Concurrent Financing
Further to the Company's press release on June 17, 2020, the Company completed the second tranche of its non-brokered private placement ("Private Placement") of subscription receipts (" Subscription Receipts") at a price of $0.25 per Subscription Receipt. The Company raised additional gross proceeds of $534,500 from the sale of an additional 2,138,000 Subscription Receipts pursuant to the second tranche of the Private Placement. The Company raised, in aggregate, gross proceeds of $5,231,250 pursuant to the completion of the Private Placement.
Immediately prior to closing of the Qualifying Transaction, the 20,925,000 subscription receipts of the Company which were issued pursuant to the Private Placement, were automatically converted, without any further action on the part of the holders, into an aggregate of 20,925,000 common shares of the Company as a result of the satisfaction of the escrow release conditions. The funds being held in escrow were also released to the Company in accordance with the subscription agreements entered into in connection with the Private Placement.
The Company paid aggregate finder's fees and commissions totalling $148,365 to certain finders and brokers in connection with the Private Placement.
As described in the Company's filing statement dated June 16, 2020 available under the Company's profile on SEDAR at www.sedar.com (the " Filing Statement"), certain of the post-consolidation common shares of the Company are subject to either escrow requirements or seed share resale restrictions in accordance with TSX-V Policy 5.4 - Escrow, Vendor Considerations and Resale Restrictions.
Following the completion of the Qualifying Transaction, the board of directors of the Company will be comprised of Marchand Snyman (Chair), Brendan Yurik, Richard Schafer and Craig Lindsay, and the executive officers will be Brendan Yurik (CEO), Luqman Khan (CFO) and Trevor Thomas (Corporate Secretary).
Readers are referred to the Filing Statement filed under the Company's profile on SEDAR at www.sedar.com for further details on the Qualifying Transaction.
Other Information
In connection with the completion of the Qualifying Transaction, the following corporate actions were completed: (i) the Company consolidated its share capital on a 2:1 basis, (ii) the Company changed its name to Electric Royalties Ltd.; and (iii) the company formerly known as ERL amalgamated with Rebel Subco and became a wholly-owned subsidiary of the Company and was renamed Electric Royalties (Canada) Ltd.
About Electric Royalties
Electric Royalties' focus is to acquire a portfolio of royalties over mining projects that will feed the increasing metal demand from the global electrification of cars and shift to rechargeable batteries and renewable energy. Production capacity of electric vehicles and batteries is slated to significantly increase over the next decade driving demand growth across several key commodities including copper, nickel, graphite, lithium, manganese, vanadium, tin and cobalt. Electric Royalties intends to focus on these "electric" metals with each of the targeted metals forecast to have significant supply deficits by 2025 with most targeted metals expected to have significant supply deficits by 2022.
Electric Royalties currently has a portfolio of 13 royalties under various binding letters of intent pursuant to which Electric Royalties must satisfy certain conditions precedent in order to close the various acquisitions of the royalties, including completion of the Qualifying Transaction.
Electric Royalties will focus predominantly on acquiring royalties on advanced stage projects as well as operating projects to build a diversified portfolio located in jurisdictions with low geopolitical risk.
For further information please contact:
Electric Royalties Ltd.
Brendan Yurik
Email: Brendan.yurik@electricroyalties.com
Tel: +1 (604) 364-3540
The TSXV has in no way passed upon the merits of the Qualifying Transaction and has neither approved nor disapproved the contents of this press release.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statements Regarding Forward-Looking Information
This press release contains forward-looking information within the meaning of Canadian securities laws. Such information includes, without limitation, information regarding the terms and conditions of the Transaction. Although the Company believes that such information is reasonable, it can give no assurance that such expectations will prove to be correct.
Forward looking information is typically identified by words such as: "believe", "expect", "anticipate", "intend", "estimate", "postulate" and similar expressions, or are those, which, by their nature, refer to future events. The Company cautions investors that any forward-looking information provided by the Company is not a guarantee of future results or performance, and that actual results may differ materially from those in forward looking information as a result of various factors, including, but not limited to: the state of the financial markets for the Company's securities; the state of the natural resources sector; recent market volatility; the COVID-19 pandemic; the Company's ability to raise the necessary capital or to be fully able to implement its business strategies; and other risks and factors that the Company is unaware of at this time. The reader is referred to the Filing Statement for a more complete discussion of applicable risk factors and their potential effects, copies of which may be accessed through Rebel's issuer page on SEDAR at www.sedar.com.
The forward-looking statements contained in this press release are made as of the date of this press release. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.