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IBC Advanced Alloys Corp. — Capital/Financing Update 2021
Jun 30, 2021
45559_rns_2021-06-29_a6f6a202-734c-4cbc-b14c-4b2f8edf2fed.pdf
Capital/Financing Update
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Form 51-102F3 MATERIAL CHANGE REPORT
Item 1. Name and Address of Reporting Issuer
IBC Advanced Alloys Corp. (“ IBC ” or the “ Company ”) 401 Arvin Road Franklin, IN 46131
Item 2. Date of Material Change
June 23, 2021
Item 3. News Release
A press release announcing the material change referred to in this report was released on June 23, 2021 through GlobeNewsWire and a copy was subsequently filed on SEDAR.
Item 4. Summary of Material Change
On June 23, 2021, the Company closed its previously announced non-brokered private placement (the “ Offering ”).
Item 5. Full Description of Material Change
On June 23, 2021, the Company closed the Offering.
Pursuant to the Offering, the Company issued 10,270,224 units of the Company (the " Units ") at a price of C$0.20 per Unit for gross proceeds to the Company of approximately C$2,054,000. Each Unit consists of one common share of IBC (each, a " Common Share ") and one common share purchase warrant (a " Warrant "). Each Warrant will entitle the holder to acquire one common share of the Company at a price of C$0.23 until June 23, 2023. All of the securities issued pursuant to the Offering are subject to a four month hold period in accordance with applicable Canadian securities laws.
Proceeds of the Offering will be used for working capital and general corporate purposes.
Mark Smith, Geoff Hampson and Simon Anderson, directors of the Company, are considered “insiders” of the Company (the “ Interested Insiders ”) and participated in the Offering by purchasing an aggregate of 2,623,324 Units for aggregate gross proceeds to the Company of $524,664.80. Accordingly, the Offering constitutes a “related-party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“ MI 61-101 ”). Immediately prior to the closing of the Offering the Interested Insiders collectively held 12,355,729 Common Shares representing approximately 18.65% of the issued and outstanding Common Shares. Immediately following the closing of the Offering,
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the Interested Insiders collectively held 14,979,053 Common Shares representing approximately 19.58% of the issued and outstanding Common Shares.
The Offering is exempt from the formal valuation and minority shareholder approval requirements under MI 61-101 in reliance on the exemptions set forth in Sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the securities distributed in the Offering nor the consideration received for those securities, exceeds 25% of the Company’ s market capitalization.
The Offering was approved by the directors of the Company, with the directors having an interest in the transaction declaring their interest and abstaining from voting on the transaction. No materially contrary view was expressed nor was there any material disagreement in the approval process adopted by the directors. Each Interested Insider entered into a subscription agreement with the Company in respect of the Offering containing standard terms for a transaction of this nature and on the same terms and conditions as the other investors in the Offering.
Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7. Omitted Information
No information has been omitted on the basis that it is confidential information.
Item 8. Executive Officer
Toni Wendel, CFO and Corporate Secretary 401 Arvin Road Franklin, IN 46131 Phone: (317) 738-2558
Item 9. Date of Report
June 29, 2021
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