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First Cobalt signs CAN$25 million underwriting agreement

Published by , Assistant Editor
Global Mining Review,

First Cobalt Corp. has entered into an agreement with a syndicate of underwriters, pursuant to which, they have agreed to purchase, on a bought deal private placement basis, (i) an aggregate of 4 700 000 units of the company (‘Flow-Through Units’) at a price of CAN$1.51 per Flow-Through Unit for gross proceeds of CAN$7 097 000 (the ‘FT Offering’) and (ii) an aggregate of 16 400 000 units (the ‘Units’) of the company at a price of CAN$1.10 per Unit for gross proceeds of CAN$18 040 000 (the ‘Offering’).

Each Unit consists of one common share (a ‘Common Share’) of First Cobalt and one-half of one common share purchase warrant (each whole common share purchase warrant a ‘Warrant’) of First Cobalt. Each Flow-Through Unit consists of one common share of the company qualifying as a ‘flow-through share’ (a “Flow-Through Share”) of First Cobalt and one-half of one Warrant. Each full Warrant will entitle the holder thereof to purchase one common share of the company at a price of CAN$1.50 per Common Share, for a period of 24 months following the closing date.

The company has agreed to grant to the underwriters an option to sell up to an additional 4 550 000 units of the company on the same terms and conditions as the offering, exercisable at any time up to 48 hours prior to the closing of the Underwritten Offering. The net proceeds of the offering will be used to advance the exploration and development of the company’s mineral properties located in Ontario, Canada, growth opportunities and working capital and general corporate purposes.

Specifically, all proceeds from the sale of the flow-through shares will be used to incur eligible Canadian Exploration Expenses as defined in the Income Tax Act (Canada) related the company's projects in Ontario, Canada.

The units and the flow-through units will be issued on a private placement basis in certain provinces of Canada, in each case, pursuant to applicable exemptions from the prospectus requirements under applicable securities laws.

The offering and the FT offering are scheduled to close on or about 21 December 2017 and are subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the TSX Venture Exchange and the securities regulatory authorities. The securities issued under the FT offering and offering will be subject to a hold period of four months from the applicable closing date.

The securities being offered will not be registered under the United States Securities Act of 1933, as amended and may not be offered or sold within the United States absent registration or an exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States.

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