The offering consisted of the non-brokered sale of 24 999 268 common shares at $0.125 per share for gross proceeds of $3 124 908.50. As part of the offering, certain officers of Gensource (insiders) purchased an aggregate of 4 356 000 common shares. Participation by the insiders in the offering was considered a related party transaction pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (MI 61-101). Gensource claims that it was exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the insiders’ participation in the offering in reliance of sections 5.5(b) and 5.7(a) of MI 61-101. The company was not in a position to file a material change report more than 21 days in advance of the closing of the offering as the details of participation by the insiders were not known at such time.
In relation to the offering, Gensource claims that it paid commissions to certain licensed finders. Reportedly, the commissions that were paid to the finders comprised cash payments of $199 760.00 and the issuance to the finders of 1 598 080 agent’s warrants exercisable into common shares at $0.125 per agent’s warrant for an 18-month period after the closing date.
In the statement, Gensource claims that it is planning to utilise the proceeds from the sale of common shares for general working capital purposes, as well as to complete the detailed financial arrangements with current offtake MoU partners and third-party equity and debt providers to enable the first potash module to be constructed, and to advance the level of definition of the resource in the KL 244/KL 245 area.
The securities issued pursuant to the offering are subject to a four-month and one-day statutory hold period.
The President and CEO of Gensource, Mike Ferguson, said: “We are very pleased with the response to our private placement, ending in an over-subscribed situation. It is gratifying to see that many of our strong and long-term shareholders participated again in this financing. That fact highlights the highly engaged nature of the company’s shareholder base. With this financing, we look forward to advancing the company’s business plan to the next stage.”
Read the article online at: https://www.worldfertilizer.com/potash/01062018/gensource-announces-closing-of-non-brokered-private-placement/