NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.
TORONTO, May 22, 2018 – Steppe Gold Ltd. (“Steppe Gold” or the “Company”) is pleased to announce the closing of its initial public offering (the “Offering”) of units of the Company (the “Units”).
Under the Offering, the Company issued 10,569,185 Units at a price of $2.00 per Unit (the “Offering Price”) for gross proceeds of $21,138,370. Each Unit is comprised of one common share of the Company (a “Common Share”) and one common share purchase warrant (a “Warrant”). Each Warrant is exercisable for one Common Share at an exercise price equal to $2.34 for a period of 24 months after the closing date of the Offering. The distribution of the Units was qualified by way of prospectus dated May 2, 2018 filed with the securities regulatory authorities in each of the provinces and territories of Canada, other than Quebec. The Offering was co-led by Haywood Securities Inc., as sole bookrunner, and PI Financial Corp. (the “Agents”).
The Common Shares will commence trading on the Toronto Stock Exchange under the symbol “STGO” at the opening of trading today.
The Company has granted the Agents an over-allotment option, exercisable in whole or in part at any time until 30 days following the closing of the Offering, to purchase from the Company up to an additional 1,585,377 Units (being equal to 15% of the Units sold in the Offering) at the Offering Price for additional gross proceeds of $3,170,755 (if the over-allotment option is exercised in full) solely to cover over- allotments, if any, and for market stabilization purposes.
The final prospectus also qualified the distribution of 1,930,815 Units on the deemed exercise of 1,287,210 previously issued special warrants of the Company (the “Special Warrants”). The Special Warrants were issued on a private placement basis on February 1, 2018 and February 22, 2018 pursuant to the terms of a Special Warrant Indenture dated February 1, 2018, as amended, between the Company and TSX Trust Company, as Special Warrant Agent for gross proceeds of $3,861,630.
Matthew Wood, Steppe Gold’s Chairman, President and Chief Executive Officer stated, “We are extremely pleased with the strong support the Company has received, particularly given current market conditions for raising capital for mining projects. This is testament to the hard work of the banking team and the high quality of Steppe’s assets and management. We are now entirely focused on building Steppe into the premier precious metals company in Mongolia. Mongolia is open for business, pro mining development and one of the last great frontiers where giant mineral deposits can be found and developed.”
A final prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in certain jurisdictions of Canada. A copy of the final prospectus is available on the SEDAR website at www.sedar.com. The final prospectus notes that an investment in the Unitsis speculative and involves a high degree of risk. The Company’s business is subject to the risks normally encountered in the mining industry. An investment in the Units is suitable only for those investors who are willing to risk a loss of some or all of their investment. For more information, potential investors should read the final prospectus, including the “Risk Factors” and the “Cautionary Note Regarding Forward-Looking Information”.
The securities offered have not been, and will not be, registered under the United States 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 United States persons absent of registration, or the availability of any applicable exemption from the registration requirement, of the U.S. Securities Act and applicable U.S. state securities laws. This release shall not constitute an offer to sell, or a 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.
For further information, please contact:
Chairman, President and Chief Executive Officer
E: [email protected]
Cautionary Note Regarding Forward-Looking Statements Forward-Looking Statements:
The above contains forward-looking statements that are subject to a number of known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those anticipated in our forward-looking statements. Factors that could cause such differences include: changes in world commodity markets, equity markets, costs and supply of materials relevant to the mining industry, change in government and changes to regulations affecting the mining industry. Forward-looking statements in this release include, among other things, statements regarding the trading of the Common Shares and business, economic, and political conditions in Mongolia. Although we believe the expectations reflected in our forward-looking statements are reasonable, results may vary, and we cannot guarantee future results, levels of activity, performance or achievements.