Eagle Graphite is pleased to announce the closing of the private placement announced on December 22, 2017 (the “Placement”). The Company has closed on aggregate gross proceeds of $1,599,750 through the issuance of (i) 6,666,666 flow-through units (the “FT Units”) at a price of $0.03 per FT Unit, and (ii) 55,990,000 units (the “Units”) at a price of $0.025 per Unit. Each FT Unit consists of one flow-through common share and one-half of one common share purchase warrant (each whole warrant a “Warrant”). Each Unit consists of one common share and one Warrant. Each Warrant entitles the holder to acquire one common share of the Company at an exercise price of $0.05 per share before expiring 60 months after closing date. All securities issued are subject to a four month hold following closing.
The Placement is being made subject to the grant of a discretionary waiver of the TSX Venture Exchange’s (“TSXV”) minimum $0.05 pricing requirement (the “Waiver”). With respect to the Waiver, the Company intends to conduct a share consolidation of its outstanding Common Shares on the basis of a minimum of one (1) post-consolidation Common Share for each nine (9) pre-consolidation Common Shares (the “Consolidation”). The Company will seek shareholder approval for the Consolidation at the earlier of the Company’s next annual general meeting and six months from the completion of the Placement, and will give effect to the Consolidation in as expeditious a manner as is possible after receiving requisite shareholder approval. The Company has obtained written confirmation from shareholders holding a majority of the outstanding shares (post-financing) that they will vote in favour of the Consolidation.
Brian Bapty, an insider of the Company, purchased 800,000 Units under the Placement, thereby making the Placement a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). Upon completion of the Placement, Mr. Bapty holds 800,000 common shares or approximately 0.3% of the total common shares issued and outstanding. The Placement is exempt from the need to obtain minority shareholder and a formal valuation as required by MI 61-101 as the Company is listed on the TSXV and the fair market value of any units to insiders or the consideration paid by insiders of the Company does not exceed 25% of the Company’s market capitalization. No new insiders were created, nor was there any change of control as a result of the Placement.
Leede Jones Gable acted as principal Finder for the Placement, with Canaccord Genuity also acting as Finder for one of the placees. Arrowhead Capital Advisors was included in the selling group, having introduced one of the placees to the Company. Eagle Graphite expresses its sincere appreciation for the contributions of these groups, and to all subscribers to the Placement.
Aggregate finder’s fees of $117,280 plus 4,317,867 Warrants were paid in relation to the Placement. Net proceeds from the Placement will fund exploration work and general and administrative activities. Closing of the Placement is subject to TSXV approval.