TSX-V: RUP
FSE: R05
TORONTO, June 4, 2021 /CNW/ - Rupert Resources Ltd.
("Rupert Resources" or the "Company") reports that it has closed
the previously announced concurrent equity financings raising a
total of C$48,654,000 before
expenses. The financings comprised two components: a bought deal
equity offering (the "Public Offering"); and a private placement
(the "Private Placement") with existing shareholders, including
Agnico Eagle Mines Limited ("Agnico Eagle").
James Withall, Chief Executive of
Rupert Resources said "The financings were well supported by our
existing shareholders and a number of high-quality new
institutions. The funds enable the Company to progress the Ikkari
discovery through the maiden mineral resource estimate and economic
evaluation stages whilst most importantly continuing our
exploration that aims to demonstrate extensions to Ikkari and
delineate the potential of Rupert's other discoveries made in Area
1 and the Pahtavaara mine. Rupert's regional programme to generate
and drill new targets on this very prospective property package of
over 450km2 will continue in parallel."
A total of 5,658,000 common shares in the capital of the Company
(the "Common Shares") were issued pursuant to the Public Offering
at a price of C$5.30 per Common Share
(the "Offering Price") for gross proceeds of approximately
C$29,987,400 which includes the
exercise, in full, of the underwriter's over-allotment option of
738,000 Common Shares. The Public Offering was conducted by BMO
Capital Markets and Cormark Securities, as lead underwriters, and
Canaccord Genuity Corp., Eight Capital and Scotia Capital Inc.
The Public Offering was completed pursuant to a short form
prospectus dated June 1, 2021 in
British Columbia, Alberta, Ontario and Newfoundland and Labrador and in the
United States on a private placement basis pursuant to an
exemption from the registration requirements of the U.S. Securities
Act of 1933, as amended and applicable state securities laws. The
Public Offering and the Private Placement remain subject to the
final approval of the TSX Venture Exchange.
Rupert Resources also issued 3,522,000 Common Shares at the
Offering Price in a concurrent Private Placement on substantially
the same terms as the Public Offering for gross proceeds of
C$18,666,600, which includes 442,000
Common Shares pursuant to the option granted to the private
placement participants to purchase additional Common Shares
representing up to 15% of the number of Common Shares subscribed by
each of them.
Agnico Eagle exercised its participation right to subscribe for
917,302 Common Shares, retaining a 15.40% interest in the Company
on a partially diluted basis (when including the 11,543,704
warrants exercisable at C$1.00 per
Common Share acquired by Agnico Eagle in February 2020 as previously disclosed).
The issuance of the Common Shares to Agnico Eagle constitutes a
related-party transaction under Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). This Private Placement is exempt
from the formal valuation and minority shareholder approval
requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a)
of MI 61-101 as neither the fair market value of any securities
issued to, nor the consideration paid by, Agnico Eagle would exceed
25.0% of the Company's market capitalization. The Company did not
file a material change report 21 days prior to closing of the
Public Offering, which the Company deemed reasonable in the
circumstances in order to complete the Private Placement in a
timely manner.
The net proceeds of the Public Offering and of the Private
Placement will be used for on-going exploration expenditures on the
Company's properties in Finland
and for general corporate purposes.
The securities offered have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the
"U.S. Securities Act"), and may not be offered or sold in
the United States absent
registration or an applicable exemption from the registration
requirements of the U.S. Securities Act. This press release shall
not constitute an offer to sell or the solicitation of an offer to
buy the Common Shares in the United
States or in any other jurisdiction in which such offer,
solicitation or sale would be unlawful.
About Rupert Resources
Rupert Resources is a Canadian based gold exploration and
development company that is listed on the TSX Venture Exchange
under the symbol "RUP". The Company owns the Pahtavaara gold mine,
mill, and exploration permits and concessions located in the
Central Lapland Greenstone Belt in Northern Finland ("Pahtavaara"). Pahtavaara
previously produced over 420koz of gold and 474koz remains in an
Inferred mineral resource (4.6 Mt at a grade of 3.2 g/t Au at a 1.5
g/t Au cut-off grade, see the technical report filed on SEDAR
entitled "NI 43-101 Technical Report: Pahtavaara Project,
Finland" with an effective date of
April 16, 2018, prepared by
Brian Wolfe, Principal Consultant,
International Resource Solutions Pty Ltd., an independent qualified
person under National Instrument 43-101 – Standards of Disclosure
for Mineral Projects). This mineral resource estimate was
calculated using the multiple indicator kriging method (MIK) and is
classified as Inferred as defined by the CIM. Numbers are affected
by rounding. A cut-off of 1.5g/t Au was selected for the reported
estimate based on historical breakeven operating costs, recoveries
of 85% and a gold price of EUR950/oz.
Mineral Resources do not include Mineral Reserves and do not have
demonstrated economic viability. There is no certainty that any
part of the Mineral Resources will be converted to Mineral
Reserves.
The Company also holds a 100% interest in the Hirsikangas
property in Central Finland, a
100% interest in the Surf Inlet property in British Columbia, and a 20% carried
participating interest in the Gold
Centre property located adjacent to the Red Lake mine in Ontario.
Web: http://rupertresources.com/
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Cautionary Note Regarding Forward Looking
Statements
This press release contains statements which, other than
statements of historical fact constitute "forward-looking
statements" within the meaning of applicable securities laws,
including statements with respect to: results of exploration
activities, mineral resources. The words "may", "would", "could",
"will", "intend", "plan", "anticipate", "believe", "estimate",
"expect" and similar expressions, as they relate to the Company,
are intended to identify such forward-looking statements. This
press release contains forward-looking information in a number of
places, such as in statements relating to use or proceeds from the
Public Offering and Private Placement, the final approval of the
Public Offering and Private Placement from the TSX Venture Exchange
and the Company's expectations, strategies and plans for the
Finland Projects, including the Company's planned exploration and
development activities. Investors are cautioned that
forward-looking statements are based on the opinions, assumptions
and estimates of management considered reasonable at the date the
statements are made, and are inherently subject to a variety of
risks and uncertainties and other known and unknown factors that
could cause actual events or results to differ materially from
those projected in the forward-looking statements. These factors
include the general risks of the mining industry, as well as those
risk factors discussed or referred to in the Company's Management's
Discussion and Analysis for the three and nine months ended
November 30, 2020 available at
www.sedar.com. Should one or more of these risks or uncertainties
materialize, or should assumptions underlying the forward-looking
statements prove incorrect, actual results may vary materially from
those described herein as intended, planned, anticipated, believed,
estimated or expected. Although the Company has attempted to
identify important factors that could cause actual actions, events
or results to differ materially from those described in
forward-looking information, there may be other factors that cause
actions, events or results not to be as anticipated, estimated or
intended. There can be no assurance that such information will
prove to be accurate as actual results and future events could
differ materially from those anticipated in such statements. The
Company does not intend, and does not assume any obligation, to
update these forward-looking statements except as otherwise
required by applicable law.
SOURCE Rupert Resources