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Electric Royalties Ltd. Capital/Financing Update 2022

May 6, 2022

47460_rns_2022-05-05_81579f27-07a5-4b95-9b6a-22b14ba2e403.pdf

Capital/Financing Update

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ELECTRIC ROYALTIES LTD. C$3,000,000 “BEST-EFFORTS” PUBLIC OFFERING OF UNITS TERM SHEET DATED MAY 3, 2022

A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada, except Quebec. A copy of the final base shelf prospectus, any amendment to the final base shelf prospectus and any applicable shelf prospectus supplement that has been filed is required to be delivered with this document.

This document does not provide full disclosure of all material facts relating to the Offered Units. Investors should read the final base shelf prospectus, any amendment and any applicable prospectus supplement, for disclosure of those facts, especially risk factors relating to the Offered Units, before making an investment decision. All amounts in C$ unless otherwise stated.

Issuer: Electric Royalties Ltd. (the “Company”).
Offering: 10,000,000 units ("Offered Units") from the treasury of the Company.
Offering Price: C$0.30 per Offered Unit (the “Offering Price”).
Size of Offering: C$3,000,000.
Unit Terms: Each Offered Unit will consist of one common share in the capital of the Company (a
Common Share”) and one common share purchase warrant (a “Warrant”). Each Warrant will
entitle the holder thereof to purchase one common share of the Company (a “Warrant
Share”) at a price of C$0.45 for a period of 36 months following the Closing Date (as
hereinafter defined).
Over-Allotment Option: The Company has granted to the Agents an option (the “Over-Allotment Option”) exercisable,
in whole or in part until 11:59 p.m. Toronto time on the 30thday following the Closing Date to
purchase up to such number of additional Offered Units of the Company at the Offering Price,
as is equal to 15% of the number of Offered Units of the Company issued pursuant to the
Offering, for market stabilization purposes and to cover over-allotments, if any. The Over-
Allotment Option may be exercised for Units or Warrants or any combination thereof.
Use of Proceeds: The net proceeds of the Offering will be used for royalty acquisitions as well as for working
capital and general corporate purposes.
Form of Offering: “Best efforts” public offering by way of a prospectus supplement to the Company’s short form
base shelf prospectus dated February 28, 2022, to be filed in all of the provinces of Canada
(other than the province of Quebec).
The Offered Units will also be offered in the United States on a private placement basis
pursuant to one or more exemptions from the registration requirements of the United States
Securities Act of 1933, as amended (the “U.S. Securities Act”), and may also be offered in
certain jurisdictions outside of Canada and the United States provided that no prospectus,
registration statement or similar document is required to be filed in such jurisdiction.
Agency Agreement: The Company and the Agents will enter into a definitive agency agreement which agreement
will contain “material change out”, “disaster and regulatory out”, “breach out” and “market
out” clauses running to the closing of the Offering.
Listing: The common shares of the Company are listed on the TSX Venture Exchange (the “TSXV”)
under the symbol “ELEC”. The Common Shares comprising part of the Offered Units, as well as
the Warrant Shares issuable upon exercise of the Warrants, shall be listed on the TSXV which
listing shall be conditionally approved prior to the Closing Date.
Eligibility: The Offered Units shall be eligible for RRSPs, RRIFs, RDSPs, TFSAs and DPSPs.
Lead Agent: Canaccord Genuity Corp.

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Commission:

Closing Date:

Cash commission equal to 7.0% of the gross proceeds of the Offering. As additional consideration for its services, the Agents shall be issued that number of broker warrants (each a “ Broker Warrant ”), equal to 7.0% of the number of Offered Units sold pursuant to the Offering. Each Broker Warrant shall entitle the holder thereof to acquire one common share of the Company at the Offering Price for a period of 24 months from the Closing Date.

May 12, 2022 or such other date as Canaccord Genuity and the Company may agree.

There is currently no market through which the securities of the Company, other than the Common Shares, may be sold and purchasers may not be able to resell such securities purchased. In the case of securities other than Common Shares, this may affect the pricing of such securities in the secondary market, the transparency and availability of trading prices, the liquidity of such securities, and the extent of issuer regulation. Investing in securities of the Company involves a high degree of risk. You should carefully review and consider the risks outlined in the prospectus, including the documents incorporated by reference herein, and, the supplement. Prospective investors should be aware that the acquisition of the securities described herein may have tax consequences. Prospective investors should read the tax discussion contained in the applicable prospectus supplement with respect to a particular offering of securities. You should rely only on the information contained in or incorporated by reference into the prospectus and in any applicable prospectus supplement. The Company has not authorized anyone to provide you with different information. The Company is not making any offer of these Securities in any jurisdiction where the offer is not permitted. You should not assume that the information contained in the prospectus and any prospectus supplement is accurate as of any date other than the date on the front of those documents or that any information contained in any document incorporated by reference is accurate as of any date other than the date of that document.

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