Treasury Metals Announces $10 Million Bought Deal Financing - Seite 2

The Company has agreed to use its commercially reasonable efforts to obtain a receipt from the applicable regulatory authorities (the “Securities Commissions”) for a (final) prospectus qualifying the distribution of the Common Shares and Warrants (as defined herein) (including any Common Shares underlying the Subscription Receipts issuable upon exercise of the Underwriters’ Options (as defined herein)) issuable upon conversion of the Subscription Receipts and the Underwriters’ compensation option issuable upon conversion of the Underwriters’ compensation option receipts (the “Qualifying Prospectus”) by 5:00 p.m. (Toronto time) on August 18, 2020 (the “Qualification Deadline”).

Pursuant to the terms of the Subscription Receipt Agreement, each Subscription Receipt shall automatically convert into one unit (a “Unit”) or one Penalty Unit (as defined below), as applicable, upon the later of:

1. the date when the Escrowed Funds are released; and
2. the date which is the earlier of:
   1. four months and one day after the closing of the Offering; and
   2. the second business day following the filing of the Qualifying Prospectus.

Each Unit will be comprised of one common share of the Company (a “Common Share”) plus one-half of one Common Share purchase warrant (each whole such purchase warrant, a “Warrant”), with each Warrant entitling the holder thereof to acquire one Common Share at a price of $0.60 for a period of 24 months from the closing of the Offering. If the closing price of the Common Shares on the Toronto Stock Exchange (“TSX”) is equal to or greater than $1.00 per share for a period of twenty (20) consecutive trading days during the exercise period, the Company may elect to accelerate the expiry date of the Warrants to a date that is not less than 30 calendar days from the date on which written notice is delivered to the Warrant holders.

In the event the Company has not received a receipt from the Securities Commissions for the Qualifying Prospectus before the Qualification Deadline, each Subscription Receipt will thereafter entitle the holder to receive upon the conversion thereof, for no additional consideration, one unit (a “Penalty Unit”), each Penalty Unit to be comprised of 1.1 Common Shares and 0.55 of a Warrant.

The net proceeds of the Offering will be used for the exploration and development of the Goliath and Goldlund projects, and for general corporate purposes.

Closing of the Offering is expected to occur on or about July 7, 2020 and is subject to certain customary conditions, including, but not limited to, the approval of the shareholders of Treasury in connection with the Transaction, the receipt of all necessary regulatory approvals and acceptance of the TSX.