Business
Gabriel Resources Ltd. US$20 Million Private Placement
LONDON, UK / ACCESSWIRE / August 6, 2019 / Gabriel Resources Ltd. (“Gabriel...
About this update from Gabriel Resources Ltd.
[{"type":"text","content":"Gabriel Resources Ltd. US$20 Million Private PlacementLONDON, UK / ACCESSWIRE / August 6, 2019 / Gabriel Resources Ltd. (“Gabriel” or the “Company”) (TSXV:GBU) is pleased to announce that it has entered into definitive subscription agreements with certain investors in connection with a non-brokered private placement (the “Private Placement”) of up to 81,730,233 units (the “Units”) of the Company at a price of $0.3225 per Unit (“Purchase Price”) for gross proceeds of up to US$20 million (approximately $26.4 million), subject to stock exchange and other approvals as applicable. Each Unit will consist of one common share (“Common Share”) of the Company (“New Shares”) and one Common Share purchase warrant (“New Warrants”). The Purchase Price represents a 25% discount to the closing price of the Common Shares on the trading day immediately preceding this announcement, being $0.43 (“Market Price”). Each New Warrant will entitle the holder to acquire one Common Share at an exercise price of $0.645, which represents a premium of 50% to the Market Price, at any time prior to the date that is five (5) years following the closing of the Private Placement. The aggregate number of Common Shares to be issued pursuant to the Private Placement (assuming exercise of all of the New Warrants) is 163,460,466, representing approximately 33.3% of the Common Shares currently issued and outstanding on a non-diluted basis. It is anticipated that insiders of the Company will subscribe for up to 38,160,246 Units for gross proceeds of US$9.34 million under the Private Placement. The issuance of Units to insiders pursuant to the Private Placement will constitute a “related party transaction” within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company intends to rely on certain exemptions from the formal valuation and minority shareholder approval requirements of MI 61‑101 contained in sections 5.5(a), 5.5(b) and 5.7(1)(a) of MI 61‑101 in respect of related party participation in the Private Placement, as the Company is not listed on specified markets and neither the fair m...