Monday, April 2, 2018

Aston Bay closes final tranche of financing for $2.25M

2018-04-02 08:22 ET - News Release

Mr. Thomas Ullrich reports
ASTON BAY HOLDINGS CLOSES OVERSUBSCRIBED NON-BROKERED PRIVATE PLACEMENT
Aston Bay Holdings Ltd. closed the final tranche of the company's non-brokered private placement on March 29, 2018, raising gross proceeds of $2,252,081. The offering, which was announced on Dec. 12, 2017, was conducted in three tranches and raised aggregate gross proceeds of $4,466,991, an oversubscription of $466,991 over the originally announced target amount.

Pursuant to the third tranche of the offering, the company issued an additional 12,806,672 non-flow-through units at a price of 15 cents per unit, and an additional 2,069,250 flow-through shares at a price of 16 cents per FT share. Details of the first and second tranches were disclosed in the company's news releases of Dec. 29, 2017, and March 1, 2018, respectively. Each unit consists of one common share of the company and one-half of one warrant. Each full warrant will entitle the holder thereof to acquire an additional non-flow-through common share of the company at an exercise price of 20 cents per warrant for a period of 24 months from the date of issuance.

In connection with the third tranche of the offering, Aston Bay will pay aggregate cash finders' fees of $81,245.09 to 12 arm's-length finders, representing 6 per cent of the proceeds raised from subscriptions by certain placees introduced by the finders. The company is also issuing to the finders share purchase warrants entitling the purchase of an aggregate 534,820 common shares, representing 6 per cent of the number of units issued in connection with certain subscriptions, on the same terms as the warrants.

All shares acquired by the placees under the third tranche of the offering, and shares which may be acquired upon the exercise of the warrants and the finder's warrants, are subject to a hold period until July 30, 2018, in accordance with applicable Canadian securities legislation. Securities issued in connection with the first tranche of the offering are subject to a hold period until April 29, 2018, and securities issued in connection with the second tranche are subject to a hold period until July 2, 2018. Completion of the offering is subject to all required regulatory approvals, including final acceptance by the TSX Venture Exchange. Conditional acceptance of the offering was received from the exchange on Dec. 19, 2017, and on March 26, 2018. The company is awaiting final acceptance of the offering.

Proceeds of this offering will be used for a planned 2018 drill program on the Aston Bay property, for advancing the Storm copper and Seal zinc projects, and for general corporate purposes. Due to strong indications of institutional demand beyond the approval limits of the existing offering, the company has also applied to the exchange for conditional approval regarding an additional offering of up to $2-million in flow-through shares. Proceeds of this offering, should it be accepted and completed, would be used to expand existing plans for exploration activities at the Storm copper and Seal zinc projects during the 2018 summer exploration season, and in particular to finance a second drill rig and expand the amount of drilling during the 2018 campaign. There is no guarantee that the exchange will conditionally accept an additional offering by the company.

An insider of the company participated in the third tranche of the offering, having purchased 62,500 FT shares, constituting a related party transaction pursuant to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company relied on Section 5.5(a) of MI 61-101 for an exemption from the formal valuation requirement and Section 5.7(1)(a) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101 as the fair market value of the transaction insofar as the transaction involved interested parties did not exceed 25 per cent of the company's market capitalization.

About Aston Bay Holdings Ltd.
Aston Bay Holdings is a publicly traded mineral exploration company exploring for large, high-grade, sediment-hosted copper and zinc deposits in Nunavut, a mining-friendly Canadian jurisdiction. Aston Bay is 100-per-cent owner of the 1,024,345-acre (414,537 hectares) Aston Bay property located on western Somerset Island, Nunavut. The Aston Bay property hosts the Storm copper project and the Seal zinc deposit, with historical drilling confirming the presence of sediment-hosted copper and zinc mineralization.
We seek Safe Harbor.

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