Novo Announces C$22 Million Private Placement Led by Clarus Securities and Stifel GMP
Not for Distribution to United States Newswire Services or for dissemination in the United States
VANCOUVER, British Columbia, April 14, 2021 (GLOBE NEWSWIRE) -- Novo Resources Corp. (“Novo” or the “Company”) (TSX: NVO & NVO.WT; OTCQX: NSRPF) has appointed Clarus Securities Inc. and Stifel GMP as co-lead agents on behalf of a syndicate of agents, to raise, by way of a marketed private placement, C$22 million (or up to C$26.4 million if the Agents' Option (as defined below) is exercised in full) (the “Offering”).
Pursuant to the proposed Offering, the Company will issue special warrants ("Special Warrants") of the Company at a price of C$2.55 per Special Warrant. Each Special Warrant will be convertible into one unit of the Company (each, a "Unit") without payment of any additional consideration. Each Unit will consist of one common share of the Company (each, a "Common Share") and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"), with each Warrant being exercisable to acquire one common share of the Company (a "Warrant Share") at an exercise price of C$3.00 per Warrant Share for a term of three years following the closing of the Offering.
The Company has granted the Agents (as defined below) an option (the "Agents' Option") to arrange for the sale of an additional 20% of the Special Warrants, which Agents' Option is exercisable by the Agents in whole or in part at any time until 48 hours prior to the Closing Date.
The Special Warrants will be exercisable by the holders thereof at any time after the Closing Date. All unexercised Special Warrants shall be deemed exercised on behalf of, and without any required action on the part of, the holders (including payment of additional consideration) on the earlier of (the “Automatic Exercise Date”): (i) the third business day following the date on which a final receipt is obtained from the British Columbia Securities Commission, as principal regulator on behalf of the securities regulatory authorities in each of the Qualifying Jurisdictions (as defined herein), for a (final) short form prospectus filed pursuant to National Instrument 44-101 Short Form Prospectus Distributions qualifying the distribution of the Unit Shares and Warrants to be issued upon exercise of the Special Warrants (the “Qualification Date”); and (ii) 4:59 p.m. (Vancouver time) on the date which is four months and a day following the Closing Date.
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