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Exro Technologies Inc. — Capital/Financing Update 2022
Aug 25, 2022
47205_rns_2022-08-25_6893b289-268e-480d-9400-b548f0a18287.pdf
Capital/Financing Update
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VIA SEDAR August 25, 2022 Alberta Securities Commission British Columbia Securities Commission Saskatchewan Financial Services Commission The Manitoba Securities Commission Ontario Securities Commission Autorité des marchés financiers Financial and Consumer Services Commission (New Brunswick) Nova Scotia Securities Commission The Office of the Superintendent of Securities, Prince Edward Island Office of the Superintendent of Securities, Service Newfoundland and Labrador
Dear Sirs/Mesdames:
Re: Exro Technologies Inc. (the "Issuer")
Prospectus Supplement dated August 25, 2022 to Final Short Form Base Shelf Prospectus dated December 16, 2021
We refer you to the prospectus supplement (the " Prospectus Supplement" ) of the Issuer dated August 25, 2022 relating to the qualification of up to 8,400,000 units at a price of $1.05 per unit ( the “ Unit ”). Each Unit consists of one common share and one common share purchase warrant, entitling the holder thereof to acquire, subject to adjustment in certain circumstances, one common share in the capital of the Issuer at a price of $1.36 per common share for a period of 48 months from the closing date (the “ Expiry Date ”), provided that if at any time after the closing date, the closing price of the common shares on the Toronto Stock Exchange, or such other stock exchange where the majority of the trading volume occurs, exceeds or is equal to $2.72 per common share (on a volume-weighted adjusted basis) for a period of twenty (20) consecutive trading days, the Issuer may, at its sole discretion, elect to accelerate the Expiry Date to the date that is 30 calendar days after the Issuer issues a press release announcing that it has exercised such acceleration right (the " Acceleration Notice ") and, in such case, the new time of expiry shall be deemed to be 4:00 p.m. (Calgary time) on the 30[th] day following the issuance of the Acceleration Notice.
We consent to being named in the introductory section of the Prospectus Supplement and under the heading " Legal Matters " in the Prospectus Supplement and consent to the use of our opinions set out under the headings “ Eligibility For Investment ” and “ Certain Canadian Federal Income Tax Considerations ” in the Prospectus Supplement, which opinions are provided as of the date of the Prospectus Supplement.
We confirm that we have read the Prospectus Supplement and have no reason to believe that there are any misrepresentations (as defined in Canadian securities legislation) in the information contained in the Prospectus Supplement that are: (i) derived from our legal advice provided in the Prospectus Supplement or (ii) within our knowledge as a result of the services we performed in connection with such advice.
This letter is provided pursuant to the requirements of applicable securities legislation.
Yours truly,
(Signed) "Stikeman Elliott LLP"