Strategic Resources Inc. (TSXV: SR) (the “Company” or “Strategic”) is pleased to announce it has closed its first tranche of the $13.5 million subscription receipts (the “Receipts” or “Receipt Offering”) financing announced on December 13, 2022. The $9.2 million first tranche consisted of $4.3 million from Orion Resource Partners (USA) LP, $3.0 million from Ross Beaty and $1.9 million from other investors. The $4.3 million balance of the Receipts is expected from Investissement Québec following necessary authorizations.
Offering Details
Strategic intends to issue a total of 27,000,000 Receipts at $0.50 per Receipt for gross proceeds of $13,500,000. Each Receipt will automatically convert to one common share of the Company on closing of the Company’s acquisition of BlackRock Metals Inc. In the event the acquisition fails to close by March 31, 2023 (or such other date as may be agreed upon), the Receipt proceeds will be returned to investors without interest or deduction. The Company plans to use the net proceeds from the Receipts to advance BlackRock Metals Inc. to a construction decision, continue permitting and pre-feasibility study work at Mustavaara, and for general corporate purposes. The Receipts are subject to certain conditions customary for placements of this nature, including approval of the TSXV. Investissement Québec’s participation in the Receipt Offering is subject to final authorizations prior to closing.
All prices are on a pre-consolidated basis. All securities issued in the Receipt Offering will be subject to a statutory hold period of four months and one day.
The securities to be offered pursuant to the Receipt Offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Certain officers, directors and other insiders of Strategic participated in the Receipt Offering. This constitutes a “related party transaction” within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company will rely on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) thereof in respect of related party participation in the Receipt Offering as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the Receipt Offering, insofar as it involves the related parties, will exceed 25% of the Company’s market capitalization (as determined under MI 61-101).
About Strategic Resources
Strategic Resources Inc. (TSXV:SR) is a Vancouver, Canada-based mineral exploration and development company focused on vanadium projects in Finland. The Company is primarily focused on its flagship Mustavaara vanadium-iron-titanium project in Finland. The Company is currently in the process of closing the acquisition of BlackRock Metals Inc.
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