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AbraSilver Resource Corp. Capital/Financing Update 2022

Nov 30, 2022

42598_rns_2022-11-29_8067d489-1d5f-4cac-b51c-86498d63761b.pdf

Capital/Financing Update

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Offering Document under the Listed Issuer Financing Exemption

November 29, 2022

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AbraSilver Resource Corp. (the “Company” or “AbraSilver”)

SUMMARY OF OFFERING

What are we offering?

Offering: “Bought deal” private placement of units (“Units”) of the Company, with each Unit
being comprised of one common share of the Company (a “Common Share”) and
one-half of one common share purchase warrant (each whole warrant, a
Warrant”). Each Warrant will be exercisable to acquire an additional Common
Share at an exercise price of $0.50 per Common Share for a period of 24 months
following the Closing Date (as defined herein).
Each Common Share carries one vote at all meetings of shareholders, is entitled
to receive dividends as and when declared by the board of directors of the
Company and is entitled to participate in the remaining property and assets of the
Company upon dissolution or winding-up. The Common Shares do not carry any
pre-emptive, subscription, redemption or conversion rights.
Additional terms and conditions of the Warrants will be set out in a warrant
indenture to be dated on or about the Closing Date, in form and substance to be
agreed to by the Company and the Lead Underwriter (as defined herein), a copy of
which will be made available on the System for Electronic Document Analysis and
Retrieval (“SEDAR”) at www.sedar.com under the Company’s profile.
Offering Price: $0.37 per Unit (the “Issue Price”).
Offering Amount: 21,622,000 Units for gross proceeds of $8,000,140 (the “Offering”).
The Underwriters (as defined herein) shall have the option (the “Underwriters’
Option”), exercisable in whole or in part up to 48 hours prior to the Closing Date,
to increase the size of the Offering by up to 5,405,000 Units at the Offering Price,
for additional gross proceeds of up to $1,999,850.
Closing Date: On or about December 6, 2022 (the “Closing Date”).
Exchange: The Common Shares are listed on the TSX Venture Exchange (the “TSXV”) under
the trading symbol “ABRA” and on the OTCQX Best Market (“OTCQX”) under the
trading symbol “ABBRF”.
Last Closing
Price:
The last closing price of the Common Shares on the TSXV and on the OTCQX on
November 28, 2022 was $0.395, and US$0.292, respectively.

No securities regulatory authority or regulator has assessed the merits of these securities or reviewed this document. Any representation to the contrary is an offence. This offering may not be suitable for you and you should only invest in it if you are willing to risk the loss of your entire investment. In making this investment decision, you should seek the advice of a registered dealer.

The Company is conducting a listed issuer financing under section 5A.2 of National Instrument 45106 – Prospectus Exemptions . In connection with this offering, the issuer represents the following is true:

  • The issuer has active operations and its principal asset is not cash, cash equivalents or its exchange listing.

  • The issuer has filed all periodic and timely disclosure documents that it is required to have filed.

  • The total dollar amount of this offering, in combination with the dollar amount of all other offerings made under the listed issuer financing exemption in the 12 months immediately before the date of this offering document, will not exceed $10,000,000.

  • The issuer will not close this offering unless the issuer reasonably believes it has raised sufficient funds to meet its business objectives and liquidity requirements for a period of 12 months following the distribution.

  • The issuer will not allocate the available funds from this offering to an acquisition that is a significant acquisition or restructuring transaction under securities law or to any other transaction for which the issuer seeks security holder approval.

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This offering document contains “forward-looking information” within the meaning of applicable Canadian securities laws, which is based upon the Company’s current internal expectations, estimates, projections, assumptions and beliefs. The forward-looking information included in this offering document is made only as of the date of this offering document. Such forward-looking statements and forward-looking information include, but are not limited to, statements concerning future exploration plans at the Company’s mineral projects, including exploration timelines and anticipated costs; the Company’s expectations with respect to the use of proceeds and the use of the available funds following completion of the Offering; the future expansion of mineral resources; the completion of the Offering, the exercise of the Underwriters’ Option in whole or in part, and the expected Closing Date. Forward-looking statements or forward-looking information relate to future events and future performance and include statements regarding the expectations and beliefs of management based on information currently available to the Company. Such forward-looking statements and forward-looking information often, but not always, can be identified by the use of words such as “plans”, “expects”, “potential”, “is expected”, “anticipated”, “is targeted”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or the negatives thereof or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved.

Forward-looking statements or forward-looking information are subject to a variety of risks and uncertainties, which could cause actual events or results to differ from those reflected in such forwardlooking statements and forward-looking information, including, without limitation, risks with respect to: investing in an emerging market; potential economic problems in Argentina; risks related to corruption; local legal and regulatory systems; political instability in Argentina; unpredictable tax rates, capital controls and foreign exchange restrictions in Argentina; the nationalization of mineral assets; the Company’s negative operating cash flows; foreign mining operations; additional financing requirements; volatility of the capital markets; exploration; early stage of development; attracting and retaining qualified personnel; environmental risks; burden of government regulation and permitting; local and international groups; competition risks; insurance risks; operating hazards and risks; potential conflicts of interest; political instability and hyperinflation; coronavirus; Russia’s military action in Ukraine; precious metal and base metal price fluctuation; uncertainty of calculation of reserves and sources and metal recoveries; uncertainty of title to assets; environmental risks; litigation risks; volatility in the price of the Common Shares; potential dilution of present and prospective shareholdings; currency risks; financial reporting standards; and climate change. This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements or forward-looking information. Forward-looking information includes statements about the future and are inherently uncertain, and the Company’s actual achievements or other future events or conditions may differ materially from those reflected in the forward-looking information due to a variety of risks, uncertainties and other factors, including, without limitation, those referred to in this Company’s annual information form and other filings available at www.sedar.com.

The Company provides no assurance that forward-looking statements or forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements and information. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, changing circumstances, or otherwise.

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Scientific and Technical Information

The scientific and technical information contained in this offering document has been reviewed and approved by David O’Connor, Chief Geologist of the Company and a Qualified Person within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators (“ NI 43-101 ”).

SUMMARY DESCRIPTION OF BUSINESS

What is our business?

AbraSilver is a silver, gold, and copper exploration company with projects in Argentina. The Company has projects at various stages of exploration, from drill-ready to preliminary economic assessment stage. The Company is advancing its 100%-owned Diablillos Project in the Salta province of Argentina (the “ Diablillos Project ”), which has a current Measured and Indicated Mineral Resource (within the meaning of NI 43-101) of 109 million ounces of silver and 1.3 million ounces of gold. In addition, the Company owns a portfolio of earlier-stage copper-gold projects, including the La Coipita Project in the San Juan province of Argentina (the “ La Coipita Project ”).

Recent developments

On June 13, 2022, the Company announced the commencement of an additional 15,000-metre Phase III exploration program with two diamond drill rigs designed to further expand mineral resources across the Diablillos Project.

On June 28, 2022, the Company announced the discovery of a significant new copper-gold-molybdenum porphyry system at the La Coipita Project.

On September 15, 2022, the Company announced the final set of assay results from the Phase II exploration program at the Diabillos Project.

On September 29, 2022, the Company announced the first set of assay results from the Company’s Phase III drill program at the Diabillos Project.

On October 12, 2022, the Company announced assay results from two holes drilled at the southwest of the Oculto deposit at the Diablillos Project.

On November 3, 2022, the Company announced an updated, conceptual open pit constrained, mineral resource estimate for the Oculto deposit at the Diablillos Project containing Measured & Indicated Mineral Resources: 51.3Mt at 66g/t Ag and 0.79g/t Au for contained 109Moz silver and 1.3Moz gold. For additional information, please refer to the Company’s press release dated November 3, 2022.[1]

On each of November 9, 2022, and November 22, 2022, the Company announced new assay results from four diamond drill holes from the ongoing 15,000-metre Phase III drilling program at the Diablillos Project.

1 Mineral Resources are not Mineral Reserves and have not demonstrated economic viability. The Mineral Resource Estimate has been categorized in accordance with CIM Definition Standards (CIM, 2014).

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Material facts

There are no material facts about the securities being distributed that have not been disclosed in this offering document or in any other document filed by the Company in the 12 months preceding the date of this offering document.

What are the business objectives that we expect to accomplish using the available funds?

The Company intends to use the net funds from the Offering for additional exploration and advancement of the Company’s Diablillos Project and La Coipita Project. With the anticipated minimum funding, the Company’s priorities are to:

  • Complete an additional 7,500 metres of drilling as part of the ongoing Phase III drilling program at the Diablillos Project. The cost to complete this drilling program is estimated to be approximately $4,050,000 and is expected to be completed by the end of the first quarter of 2023.

  • Commence a 3,000 metre drill program at the La Coipita Project. The cost to complete this drilling program is estimated to be approximately $3,000,000 and is expected to be completed by the end of the first quarter of 2023.

  • Pay the applicable mineral interest commitments in respect of the Diablillos Project and the La Coipita Project. The aggregate cost of the Company’s mineral interest commitments is $2,300,000 and such payments are expected to be completed by the end of 2023.

USE OF AVAILABLE FUNDS

What will our available funds be upon the closing of the Offering?

Based on the Company’s existing working capital of $9,100,000, the expected availability of funds is $16,420,132 in the case of the base offering, and $18,299,991 in the case of the maximum offering, assuming full exercise of the Underwriters’ Option and in each case, assuming no Units sold to purchasers on the “President’s List”. See the “ Fees and Commissions ” section below.

Assuming minimum
offering only
Assuming maximum
offering
A Amount to be raised by this offering $8,000,140 $9,999,990
B Selling commissions and fees $480,008 $599,999
C Estimated offering costs (e.g., legal,
accounting, audit)
$200,000 $200,000
D Net proceeds of offering: D = A – (B+C) $7,320,132 $9,199,991
E Working capital as at most recent
month end (deficiency)
$9,100,000 $9,100,000
F Additional sources of funding $0 $0
G Total available funds: G = D+E+F $16,420,132 $18,299,991
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How will we use the available funds?

Description of intended use of available funds
listed in order of priority
Assuming minimum
offering only
Assuming 100% of
offering
Complete the ongoing Phase III drilling program on
the Diablillos Project
$4,050,000 $4,050,000
Commence and complete a drilling program on the
La Coipita Project
$3,000,000 $3,000,000
Satisfy the Company’s mineral interest
commitments for the Diablillos Project and the La
Coipita project
$2,300,000 $2,300,000
Working Capital $7,070,132 $8,949,991
Total $16,420,132 $18,299,991

The above noted allocation of capital and anticipated timing represents the Company’s current intentions based upon its present plans and business condition, which could change in the future as its plans and business conditions evolve. Although the Company intends to expend the proceeds from the Offering as set forth above, there may be circumstances where, for sound business reasons, a reallocation of funds may be deemed prudent or necessary and may vary materially from that set forth above, as the amounts actually allocated and spent will depend on a number of factors, including the Company’s ability to execute on its business plan. See the “ Cautionary Statement Regarding Forward-Looking Information ” section above.

How have we used the other funds we have raised in the past 12 months?

The Company has not raised any funds within the past 12 months.

FEES AND COMMISSIONS

Who are the dealers or finders that we have engaged in connection with this Offering, if any, and what are their fees?

Underwriters: Eight Capital (the “Lead Underwriter”), on behalf of a syndicate of
underwriters to be formed (collectively with the Lead Underwriter, the
Underwriters”)
Compensation Type: Cash fee and Broker Warrants (as defined herein)
Cash Commission: Cash fee equal to 6% of the gross proceeds of the Offering (provided that a
cash fee equal to 3% shall be payable in respect of gross proceeds from
Units sold to purchasers on the “President’s List”)
Compensation
Options:
Such number of broker warrants (the “Broker Warrants”) as is equal to 6%
of the Units sold under the Offering (provided that Broker Warrants equal to
3% shall be issuable in respect of Units sold to purchasers on the
“President’s List”). Each Broker Warrant shall be exercisable to acquire one
Unit exercisable at the Issue Price for 18 months following the Closing
Date.
  • 5 -

Do the Underwriters have a conflict of interest?

To the knowledge of the Company, it is not a “related issuer” or “connected issuer” of or to any of the Underwriters, as such terms are defined in National Instrument 33-105 – Underwriting Conflicts .

PURCHASERS’ RIGHTS

Rights of Action in the Event of a Misrepresentation

If there is a misrepresentation in this offering document, you have a right

  • (a) to rescind your purchase of these securities with the Company, or

  • (b) to damages against the Company and may, in certain jurisdictions, have a statutory right to damages from other persons.

These rights are available to you whether or not you relied on the misrepresentation. However, there are various circumstances that limit your rights. In particular, your rights might be limited if you knew of the misrepresentation when you purchased the securities.

If you intend to rely on the rights described in paragraph (a) or (b) above, you must do so within strict time limitations.

You should refer to any applicable provisions of the securities legislation of your province or territory for the particulars of these rights or consult with a legal adviser.

ADDITIONAL INFORMATION

Where can you find more information about us?

Security holders can access the Company’s continuous disclosure filings on SEDAR at www.sedar.com under the Company’s profile.

For further information regarding the Company, visit our website at: www.https://www.abrasilver.com/.

Please refer to Appendix “A” – “Acknowledgements, Covenants, Representations and Warranties of the Investor” and Appendix “B” – “Indirect Collection of Personal Information” attached hereto.

Investors should read this offering document and consult their own professional advisors to assess the income tax, legal, risk factors and other aspects of their investment of Units.

  • 6 -

CERTIFICATE OF THE COMPANY

This offering document, together with any document filed under Canadian securities legislation on or after November 29, 2021, contains disclosure of all material facts about the securities being distributed and does not contain a misrepresentation.

November 29, 2022

(signed) “ John Miniotis ” By: ___ __ ____ Name: John Miniotis Title: Chief Executive Officer

(signed) “ Carlos Pinglo ” By: _________ Name: Carlos Pinglo Title: Chief Financial Officer and Corporate Secretary

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APPENDIX A

ACKNOWLEDGEMENTS, COVENANTS, REPRESENTATIONS AND WARRANTIES OF THE INVESTOR

Each purchaser of the Units (the “ Investor ”) makes, and is deemed to make, the following acknowledgements, covenants, representations and warranties to the Company and the Underwriters, as at the date hereof, and as of the Closing Date:

  • a) the Investor confirms that it (i) has such knowledge and experience in financial and business affairs as to be capable of evaluating the merits and risks of its investment in the Units (including the potential loss of his, her or its entire investment); (ii) is aware of the characteristics of the Units (and the underlying securities) and understands the risks relating to an investment therein; and (iii) is able to bear the economic risk of loss of its investment in the Units and understands that it may lose its entire investment in the Units;

  • b) the Investor is resident in the jurisdiction disclosed to the Underwriters or the Company and the Investor was solicited to purchase in such jurisdiction;

  • c) the subscription for the Units by the Investor does not contravene any of the applicable securities legislation in the jurisdiction in which the Investor resides and does not give rise to any obligation of the Company to: (i) prepare and file a prospectus or similar document or to register the Units (or underlying securities) or to be registered with or to file any report or notice with any governmental or regulatory authority; or (ii) be subject to any ongoing disclosure requirements under the securities legislation of such jurisdiction;

  • d) unless the Investor has separately delivered to the Company and the Underwriters a U.S . Representation Letter (in which case the Investor makes the representations, warranties and covenants set forth therein), the Investor (i) is not in the United States, its territories or possessions, any State of the United States or the District of Columbia (collectively, the “ United States ”), (ii) was outside of the United States at the time the buy order for the Units was originated, (iii) is not subscribing for the Units for the account of a person in the United States, (iv) is not subscribing for the Units for resale in the United States, and (v) was not offered the Units in the United States;

  • e) the Investor is aware that the Common Shares and Warrants have not been and will not be registered under the United States Securities Act of 1933 , as amended (the “ U.S. Securities Act ”) or the securities laws of any state of the United States and that the Common Shares and Warrants may not be offered, sold or otherwise disposed of, directly or indirectly, in the United States, any state or territory of the United States or the District of Columbia, without registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an exemption from such registration and it acknowledges that the Company has no obligation or present intention of filing a registration statement under the U.S. Securities Act in respect of the sale or resale of the Common Shares and Warrants;

  • f) the funds representing the aggregate subscription funds which will be advanced by the Investor to the Company hereunder, as applicable, will not represent proceeds of crime for the purposes of the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) (the “ PCMLTFA ”) or for the purposes of the United States Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act , as may be amended from time to time (the “ PATRIOT Act ”) and the Investor acknowledges that the Company may in the future be required by law to disclose the Investor’s name and other information relating to the Investor’s subscription of the Units, on a confidential basis, pursuant to the PCMLTFA and the PATRIOT Act, and that, to the best of its knowledge: (i) none of the subscription funds to be provided by the Investor (A) have been or will be derived from or related to any activity that is deemed criminal under the laws of Canada, the United States or any other

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jurisdiction; or (B) are being tendered on behalf of a person who has not been identified to the Investor; and (ii) it will promptly notify the Company if the Investor discovers that any of such representations ceases to be true, and to provide the Company with appropriate information in connection therewith;

  • g) neither the Company, the Underwriters, nor any of their respective directors, employees, officers, affiliates or agents has made any written or oral representations to the Investor: (i) that any person will resell or repurchase the Common Shares or Warrants comprising the Units; (ii) that any person will refund all or any part of the subscription amount; or (iii) as to the future price or value of the Common Shares or Warrants comprising the Units;

  • h) the Investor is not purchasing the Units with knowledge of any material information concerning the Company that has not been generally disclosed. The Investor’s Units are not being purchased by the Investor as a result of, nor does the Investor, if any, have knowledge of, any material fact (as defined in securities laws, regulations and rules, and the blanket rulings and policies and written interpretations of, and multilateral or national instruments adopted by, the securities regulatory authorities in the jurisdiction in which the Investor is resident or subject to (the “ Securities Laws ”)) or material change (as defined in Securities Laws) concerning the Company that has not been generally disclosed and the decision of the Investor, to tender this offer and acquire the Investor’s Units has not been made as a result of any oral or written representation as to fact or otherwise made by, or on behalf of, the Company or any other person and is based entirely upon the offering document;

  • i) if required by applicable Securities Laws or the Company, the Investor will execute, deliver and file or assist the Company in filing such reports, undertakings and other documents with respect to the issue and/or sale of the Units as may be required by any securities commission, stock exchange or other regulatory authority;

  • j) the Company is relying on an exemption from the requirement to provide the Investor with a prospectus under the Securities Laws and, as a consequence of acquiring the Units pursuant to such exemption, the Investor may not receive information that would otherwise be required to be given under the Securities Laws;

k) if the Investor is:

  • i. a corporation, the Investor is duly incorporated and is validly subsisting under the laws of its jurisdiction of incorporation and has all requisite legal and corporate power and authority to subscribe for the Units pursuant to the terms set out in this offering document;

  • ii. a partnership, syndicate or other form of unincorporated organization, the Investor has the necessary legal capacity and authority to subscribe for the Units pursuant to the terms set out in this offering document and has obtained all necessary approvals in respect thereof; or

  • iii. an individual, the Investor is of the full age of majority and is legally competent to subscribe for the Units pursuant to the terms set out in this offering document;

  • l) the Investor is responsible for obtaining such legal and tax advice as it considers appropriate in connection with the performance of this offering document and the transactions contemplated under this offering document, and that the Investor is not relying on legal or tax advice provided by the Company or its counsel;

  • m) the subscription for the Units and the completion of the transactions described herein by the Investor will not result in any material breach of, or be in conflict with or constitute a material default under, or create a state of facts which, after notice or lapse of time, or both, would

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constitute a material default under any term or provision of the constating documents, bylaws or resolutions of the Investor if the Investor is not an individual, the Securities Laws or any other laws applicable to the Investor, any agreement to which the Investor is a party, or any judgment, decree, order, statute, rule or regulation applicable to the Investor;

  • n) the Investor has obtained all necessary consents and authorities to enable it to agree to subscribe for the Units pursuant to the terms set out in this offering document and the Investor has otherwise observed all applicable laws, obtained any requisite governmental or other consents, complied with all requisite formalities and paid any issue, transfer or other taxes due in any territory in connection with the purchase of the Units and the Investor has not taken any action which will or may result in the Company acting in breach of any regulatory or legal requirements of any territory in connection with the Offering or the Investor’s subscription;

  • o) the Investor is purchasing the Units for investment purposes only and not with a view to resale or distribution; and

  • p) the Investor acknowledges that certain fees and commissions may be payable by the Company in connection with the Offering.

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APPENDIX B

INDIRECT COLLECTION OF PERSONAL INFORMATION

By purchasing Units, the Investor acknowledges that the Company and the Underwriters and their respective agents and advisers may each collect, use and disclose the Investor’s name and other specified personally identifiable information (including his, her or its name, jurisdiction of residence, address, telephone number, email address and aggregate value of the Units that it has purchased) (the “ Information ”), for purposes of (i) meeting legal, regulatory, stock exchange and audit requirements and as otherwise permitted or required by law or regulation, and (ii) issuing ownership statements issued under a direct registration system or other electronic book-entry system, or certificates that may be issued, as applicable, representing the Common Shares and Warrants (underlying the Units) to be issued to the Investor. The Information may also be disclosed by the Company to: (i) stock exchanges, (ii) revenue or taxing authorities and (iii) any of the other parties involved in the Offering, including legal counsel, and may be included in record books in connection with the Offering. The Investor is deemed to be consenting to the disclosure of the Information.

By purchasing Units the Investor acknowledges (A) that Information concerning the Investor will be disclosed to the relevant Canadian securities regulatory authorities and may become available to the public in accordance with the requirements of applicable securities and freedom of information laws and the Investor consents to the disclosure of the Information; (B) the Information is being collected indirectly by the applicable Canadian securities regulatory authorities under the authority granted to them in securities legislation; and (C) the Information is being collected for the purposes of the administration and enforcement of the applicable Canadian securities legislation; and by purchasing the Units, the Investor shall be deemed to have authorized such indirect collection of personal information by the relevant Canadian securities regulatory authorities.

The Investor may contact the following public official in the applicable province with respect to questions about the commission’s indirect collection of such Information at the following address, telephone number and email address (if any):

Alberta Securities Commission

Suite 600, 250 – 5th Street SW Calgary, Alberta T2P 0R4 Telephone: 403-297-6454 Toll free in Canada: 1-877-355-0585 Facsimile: 403-297-2082 Public official contact regarding indirect collection of information: FOIP Coordinator

British Columbia Securities Commission

P.O. Box 10142, Pacific Centre 701 West Georgia Street Vancouver, British Columbia V7Y 1L2 Inquiries: 604-899-6854 Toll free in Canada: 1-800-373-6393 Facsimile: 604-899-6581 Email: [email protected] Public official contact regarding indirect collection of information: FOI Inquiries

The Manitoba Securities Commission 500 – 400 St. Mary Avenue Winnipeg, Manitoba R3C 4K5 Telephone: 204-945-2561 Toll free in Manitoba: 1-800-655-5244 Facsimile: 204-945-0330 Public official contact regarding indirect collection of information: Director

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Financial and Consumer Services Commission (New Brunswick)

85 Charlotte Street, Suite 300 Saint John, New Brunswick E2L 2J2 Telephone: 506-658-3060 Toll free in Canada: 1-866-933-2222 Facsimile: 506-658-3059 Email: [email protected] Public official contact regarding indirect collection of information: Chief Executive Officer and Privacy Officer

Government of Newfoundland and Labrador Financial Services Regulation Division

P.O. Box 8700 Confederation Building 2nd Floor, West Block Prince Philip Drive St. John’s, Newfoundland and Labrador A1B 4J6 Attention: Director of Securities Telephone: 709-729-4189 Facsimile: 709-729-6187 Public official contact regarding indirect collection of information: Superintendent of Securities

Nova Scotia Securities Commission

Suite 400, 5251 Duke Street Duke Tower P.O. Box 458 Halifax, Nova Scotia B3J 2P8 Telephone: 902-424-7768 Facsimile: 902-424-4625 Public official contact regarding indirect collection of information: Executive Director

Ontario Securities Commission

20 Queen Street West, 22nd Floor Toronto, Ontario M5H 3S8 Telephone: 416-593-8314 Toll free in Canada: 1-877-785-1555 Facsimile: 416-593-8122 Email: [email protected] Public official contact regarding indirect collection of information: Inquiries Officer

Prince Edward Island Securities Office

95 Rochford Street, 4th Floor Shaw Building P.O. Box 2000 Charlottetown, Prince Edward Island C1A 7N8 Telephone: 902-368-4569 Facsimile: 902-368-5283 Public official contact regarding indirect collection of information: Superintendent of Securities

Financial and Consumer Affairs Authority of Saskatchewan

Suite 601 - 1919 Saskatchewan Drive Regina, Saskatchewan S4P 4H2 Telephone: 306-787-5842 Facsimile: 306-787-5899 Public official contact regarding indirect collection of information: Director