June 30, 2021
June 30, 2021 – Graphite One Inc. (GPH: TSX-V; GPHOF: OTCQX) (“Graphite One” or the “Company”) announce that it has entered into an agreement with Canaccord Genuity Corp. as lead agent (the “Lead Agent” and with the syndicate of agents, the “Agents”), in connection with a commercially reasonable efforts brokered private placement of up to 12,000,000 units of the Company (collectively, the “Units”) at a price of C$1.00 per Unit for aggregate gross proceeds of up to C$12,000,000 (the “Offering”).
Each Unit will consist of one common share of the Company (each, a “Common Share”) and one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder thereof to acquire, on payment of C$1.50 to the Company, one common share of the Company, subject to adjustment in certain circumstances, for a period of 12 months from the first closing date of the Offering.
The Lead Agent will have an option (the “Agent’s Option”) to offer for sale up to an additional 1,800,000 Units at the Offering Price, which Agent’s Option is exercisable, in whole or in part, at any time up to 48 hours prior to the closing of the Offering.
The securities to be issued under the Offering will be offered by way of private placement in each of the provinces of Canada, except Quebec, and such other jurisdictions as may be determined by the Company, in each case, pursuant to applicable exemptions from the prospectus requirements under applicable securities laws.
The Offering will be conducted pursuant to the terms of an agency agreement to be entered into between the Company and the Agents on or prior to the first closing date. The Company has agreed to pay the Agents a cash fee equal to 7.0% (3.5% for President’s List) of the gross proceeds of the Offering, to issue that number of compensation warrants equal to 7.0% (3.5% for President’s List) of the number of Units sold under the Offering (each a “Compensation Warrant”), to pay a cash corporate finance fee of $100,000 and to issue 100,000 Common Shares at a value of $1.00. Each Compensation Warrant will be exercisable to purchase one Common Share for a period of 12 months from the first closing date at an exercise price of C$1.00.
The net proceeds from the Offering will be used for exploration and development on the Company’s Graphite Creek Property and general working capital and corporate purposes. The first closing is expected to occur around on or about July 29, 2021, subject to receipt of final applicable regulatory approvals including approval of the TSX Venture Exchange. All securities issued in connection with the Offering will be subject to a restricted period that expires four months and one day following the first closing date.