Key points
- Chatham Rock Phosphate received subscriptions for 878,000 common shares at eight Canadian cents (10 NZ cents, nine Australian cents) per share.
- Gross proceeds from the offering totaled $70,240 Canadian ($87,800 N.Z. or $79,020 Australian).
- The placement, open only to qualified investors, was part of a series that raised $1,403,596 Canadian ($1,701,827 N.Z.) over the past 12 months.
- Closing is subject to TSX Venture Exchange approval, and issued shares will carry a four-month-and-one-day hold period.
The submission window for subscription in
Chatham Rock Phosphate Ltd.’s non-brokered share private placement has closed. Chatham Rock has received subscriptions for the sale of 878,000 common shares at a price of eight Canadian cents (10 New Zealand cents or nine Australian cents) per share for gross proceeds of $70,240 (Canadian), ($87,800 (N.Z.) or $79,020 (Australian)).
The closing of the offering is subject to approval by the TSX Venture Exchange. Once issued, all shares will be subject to a four-month-and-one-day hold period.
This offering, which was only made available to qualified investors, was one of a series of such offers during the past 12 months, which raised $1,403,596 (Canadian) ($1,701,827 (N.Z.)).
It is intended to offer all of its shareholders an opportunity to invest on the same terms and conditions in all jurisdictions where such offering is lawfully permitted. It is intended that the form of the offer in New Zealand be a share purchase plan whereby eligible shareholders, regardless of the size of their existing shareholding, are offered the opportunity to apply for a minimum of 5,000 shares and up to 100,000 shares. The offer price per share is eight Canadian cents (10 N.Z. cents).
Depending on how widespread the uptake is, shareholders may have the opportunity to apply for more than 100,000 shares.
Canadian resident shareholders who hold shares of the company as at June 27, 2024, are eligible to participate in the offering under the Canadian existing shareholder exemption. Any Canadian resident who becomes a shareholder of the company after the record date is not permitted to participate in the offering using the existing shareholder exemption, but other exemptions from prospectus requirements may still be available to them. Canadian resident shareholders who wish to participate in the offering will be required to enter into a share subscription agreement with the company, a copy of which will be made available to Canadian resident shareholders upon request. Canadian resident shareholders who became shareholders after the record date should consult their professional advisers when completing their share subscription agreement form to ensure that they use the correct exemption.
There are conditions and restrictions when relying upon the Canadian existing shareholder exemption, namely, the subscriber must: (a) be a shareholder of the company on the record date (and still be a shareholder); (b) be purchasing the shares as a principal (that is, for the subscriber’s own account and not for any other person); and (c) not purchase more than $15,000 (Canadian) value of securities from the company in any 12-month period. There is one exception to the $15,000 (Canadian) subscription limit. In the event that a subscriber wants to purchase shares having a value in excess of $15,000 (Canadian), then the subscriber may do so provided that the subscriber has first received suitability advice from a registered investment dealer. In this case, subscribers will be asked to confirm the registered investment dealer’s identity and employer.
The company’s most recent share purchase plan offering was in 2018 and raised $180,000 (Canadian) ($201,580 (N.Z.)).
The company intends to use the net proceeds raised in the offering as follows:
Continuing fast-tracking the development of the Korella North mine, the latter currently anticipated to be in production in fourth quarter 2024;
Completion of the permitting process for the Avenir Makatea onshore phosphate project in French Polynesia with expected operating cash flows in 2027;
General working capital.
- Continuing fast-tracking the development of the Korella North mine, the latter currently anticipated to be in production in fourth quarter 2024;
- Completion of the permitting process for the Avenir Makatea onshore phosphate project in French Polynesia with expected operating cash flows in 2027;
- General working capital.
It is anticipated that operating cash flows from the Korella North mine will, during 2024 and 2025, provide working capital while also financing the development of the company’s Korella South mine and the reapplication for a marine consent (environmental permit) for its Chatham Rise project.
Completion of the offering is subject to receipt of the approval of the TSX Venture Exchange. All securities issued pursuant to the offering in Canada will be subject to a four-month-and-one-day hold period from the date of issuance of the shares in accordance with applicable Canadian securities laws.
