Underwriting

Adventus and Luminex Announce Merger to Create a Growth-Focused Copper-Gold Company in Ecuador

Retrieved on: 
Tuesday, November 21, 2023
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TORONTO, Nov. 21, 2023 (GLOBE NEWSWIRE) -- Adventus Mining Corporation (“Adventus”) (TSXV: ADZN) (OTCQX: ADVZF) and Luminex Resources Corp. (“Luminex”) (TSXV: LR) (OTCQX: LUMIF) are pleased to announce that they have entered into an arrangement agreement (the “Arrangement Agreement”), pursuant to which Adventus will acquire all of the issued and outstanding common shares of Luminex (the “Luminex Shares”), in exchange for common shares of Adventus (the “Adventus Shares”), by way of a plan of arrangement (the “Transaction”, with the resulting entity referred to as the “Resulting Issuer”). The Transaction will create a combined company that intends to lead the advancement of the El Domo-Curipamba copper-gold project (the “El Domo Project”) towards production and consolidates a large and prospective gold-copper development and exploration portfolio in Ecuador totalling over 135,000 hectares which includes the preliminary economic assessment (“PEA”) stage Condor gold project (the “Condor Project”). Further details of the Transaction are outlined below.

Key Points: 
  • Christian Kargl-Simard, President and CEO of Adventus, commented: “This Transaction is an exciting opportunity to unite complementary assets, teams, and investors to create value for all Adventus and Luminex shareholders.
  • DLA Piper (Canada) LLP, DLA Piper LLP (US) and AVL Abogados are acting as legal counsel to Adventus in Canada, the U.S. and Ecuador, respectively.
  • Borden Ladner Gervais LLP, Troutman Pepper Hamilton Sanders LLP, and Tobar ZVS are acting as legal counsel to Luminex in Canada, the U.S. and Ecuador, respectively.
  • Adventus and Luminex will host a joint conference call on Tuesday, November 22, 2023, at 12:00 pm (noon) ET to discuss the Transaction.

Capital Power Announces Strategic Acquisition of Two Contracted Combined-Cycle U.S. Gas Generation Facilities and a $400 Million Subscription Receipts Offering

Retrieved on: 
Monday, November 20, 2023
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EDMONTON, Alberta, Nov. 20, 2023 (GLOBE NEWSWIRE) -- Capital Power Corporation (“Capital Power” or the “Company”) (TSX: CPX) announced today that it has entered into two separate definitive agreements with CSG Investments, Inc., a subsidiary of Beal Financial Corporation, to acquire:

Key Points: 
  • Under the newly established 50/50 partnership, Capital Power and BlackRock will each be responsible for funding 50% of the cash consideration for the Harquahala Acquisition.
  • Capital Power will be responsible for the operations and maintenance and asset management for which it will receive an annual management fee.
  • The net purchase price of the Acquisitions attributable to Capital Power is expected to be US$1.1 billion (~$1.5 billion), subject to working capital and other customary closing adjustments.
  • “Capital Power's acquisition of La Paloma and the partnership in Harquahala’s gas generation assets marks a significant milestone in our strategic growth,” said Avik Dey, President and Chief Executive Officer of Capital Power.

Stantec Announces a $250 Million Public Offering of Common Shares

Retrieved on: 
Monday, November 20, 2023
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EDMONTON, Alberta, Nov. 20, 2023 (GLOBE NEWSWIRE) -- Stantec Inc. (the “Corporation” or “Stantec”) (TSX, NYSE: STN), a global leader in sustainable design and engineering, has entered into an agreement with National Bank Financial Inc. and CIBC Capital Markets, acting as co-bookrunners, on behalf of a syndicate of underwriters (collectively, the “Underwriters”), pursuant to which the Corporation will issue from treasury, and the Underwriters shall purchase on a “bought deal” basis, 2,703,000 common shares (the “Shares”) at a price of $92.50 (the “Offer Price”) for gross proceeds to the Corporation of approximately $250 million (the “Offering”).

Key Points: 
  • On December 5, 2023, Stantec will release its 2024-2026 Strategic Plan laying out its overall objectives for the next three years.
  • The Offering will be an integral part of the 2024-2026 Strategic Plan, positioning Stantec to achieve its new growth objectives.
  • The Offering is made only under the Shelf Prospectus and the Prospectus Supplement, which contain important detailed information about the Shares.
  • The Shares have not been, and will not be, registered under the U.S. Securities Act, or any state securities laws.

Nighthawk and Moneta Announce At-Market Merger to Create a Leading Canadian Gold Development Company

Retrieved on: 
Tuesday, November 28, 2023
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Keyvan Salehi, President, CEO and Director of Nighthawk, and Josef Vejvoda, Interim CEO & Chairman of Moneta, jointly commented: “We believe that the Transaction presents an exciting opportunity to create a leading gold development company by bringing together two cornerstone assets in Canada.

Key Points: 
  • Keyvan Salehi, President, CEO and Director of Nighthawk, and Josef Vejvoda, Interim CEO & Chairman of Moneta, jointly commented: “We believe that the Transaction presents an exciting opportunity to create a leading gold development company by bringing together two cornerstone assets in Canada.
  • MergeCo will be underpinned by a considerable mineral resource of 7.8 million gold ounces in the Indicated category and 10.0 million gold ounces in the Inferred category1.
  • Potential to utilize excess mill capacity in proximity to the Tower Gold Project and accelerate towards near-term cash flow.
  • Synergies – Potential to unlock both G&A and operational efficiencies with seasonal workflow sequencing, staggered and phased development of the Projects.

Royal Helium Announces Upsizing of Previously Announced LIFE Offering of Units to $5,175,000

Retrieved on: 
Wednesday, November 8, 2023
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SASKATOON, Saskatchewan, Nov. 08, 2023 (GLOBE NEWSWIRE) -- Royal Helium Ltd. (TSXV: RHC) (OTCQB: RHCCF) (“Royal” or the “Company”) is pleased to announce that, in connection with its previously announced overnight marketed offering (the “Offering”) of units of the Company (each, a “Unit”) at a price of $0.24 per Unit, it is increasing the size of the Offering to $5,175,000 in aggregate gross proceeds. The Offering is expected to close in two tranches, with the first tranche being in the amount of $4,500,000 and the second tranche being in the amount of $675,000. The Company is expected to enter into an underwriting agreement with Research Capital Corporation as the lead underwriter and sole bookrunner, on behalf of a syndicate of underwriters, including Cormark Securities Inc. and Eight Capital (collectively, the “Underwriters”).

Key Points: 
  • Each Unit shall be comprised of one common share of the Company (a “Common Share”) and one purchase warrant of the Company (a “Warrant”).
  • The Company will use commercially reasonable efforts to obtain necessary approvals to list the Warrants for trading on the TSX Venture Exchange.
  • The Units offered under the Listed Issuer Financing Exemption will not be subject to resale restrictions pursuant to applicable Canadian securities laws.
  • There is an offering document related to the Offering that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at https://royalheliumltd.com/ .

CCC Intelligent Solutions Announces Pricing of Secondary Offering of 65 Million Shares of Common Stock, Including Concurrent Common Stock Repurchase

Retrieved on: 
Thursday, November 9, 2023
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The Selling Stockholders granted the underwriters a 30-day option to purchase up to an additional 4,875,000 shares of the Company’s common stock.

Key Points: 
  • The Selling Stockholders granted the underwriters a 30-day option to purchase up to an additional 4,875,000 shares of the Company’s common stock.
  • The Offering is expected to close on or about November 13, 2023, subject to the satisfaction of customary closing conditions.
  • The Offering consists entirely of shares of the Company’s common stock to be sold by the Selling Stockholders, and the Company will not receive any proceeds from the sale of the shares being offered by the Selling Stockholders.
  • In connection with the Offering, the Company intends to purchase from the Underwriters 32.5 million shares of the Company’s common stock as part of the Offering at a price per share equal to the price per share at which the underwriters purchase shares of the Company’s common stock in the Offering (the “Concurrent Repurchase”).

CCC Intelligent Solutions Announces Proposed Secondary Offering of 50 Million Shares of Common Stock, including Concurrent Common Stock Repurchase

Retrieved on: 
Wednesday, November 8, 2023
Finance, Professional Services, Technology, Insurance, Software, Sale, Security (finance), CCC, EDGAR, Telephone, Form, Offering, Morgan Stanley, Advent International, Hand, CCCS, Underwriting

CCC Intelligent Solutions Holdings Inc. (the “Company”) (NASDAQ: CCCS) today announced the proposed secondary offering of 50 million shares of the Company’s common stock (the “Offering”) by affiliates of Advent International, L.P. (the “Selling Stockholders”).

Key Points: 
  • CCC Intelligent Solutions Holdings Inc. (the “Company”) (NASDAQ: CCCS) today announced the proposed secondary offering of 50 million shares of the Company’s common stock (the “Offering”) by affiliates of Advent International, L.P. (the “Selling Stockholders”).
  • The Selling Stockholders intend to grant the underwriters a 30-day option to purchase up to an additional 3,750,000 shares of the Company’s common stock.
  • The Offering consists entirely of shares of the Company’s common stock to be sold by the Selling Stockholders, and the Company will not receive any proceeds from the sale of the shares being offered by the Selling Stockholders.
  • In connection with the Offering, the Company intends to purchase from the Underwriters 25 million shares of the Company’s common stock as part of the Offering at a price per share equal to the price per share at which the underwriters purchase shares of the Company’s common stock in the Offering (the “Concurrent Repurchase”).

Royal Helium Announces Overnight Marketed LIFE Offering of Units for $3 Million

Retrieved on: 
Tuesday, November 7, 2023
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SASKATOON, Saskatchewan, Nov. 07, 2023 (GLOBE NEWSWIRE) -- Royal Helium Ltd. (TSXV: RHC) (OTCQB: RHCCF) (“Royal” or the “Company”) is pleased to announce that it has commenced an overnight marketed offering (the “Offering”) of units of the Company (each, a “Unit”) at a price of $0.24 per Unit for aggregate gross proceeds of $3,000,000.

Key Points: 
  • Each Warrant shall entitle the holder thereof to purchase one Common Share at an exercise price of $0.31 for a period of 36 months from the closing of the Offering.
  • The Offering is being led by Research Capital Corporation as the lead underwriter and sole bookrunner, on behalf of a syndicate of underwriters (the “Underwriters”).
  • The Units offered under the Listed Issuer Financing Exemption will not be subject to resale restrictions pursuant to applicable Canadian securities laws.
  • There is an offering document related to the Offering that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at https://royalheliumltd.com/ .

Troilus Announces $15 Million Bought Deal Offering

Retrieved on: 
Monday, October 30, 2023
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MONTREAL, Oct. 30, 2023 (GLOBE NEWSWIRE) -- Troilus Gold Corp. (“Troilus” or the “Company”, TSX: TLG, OTCQX: CHXMF) is pleased to announce that it has entered into an agreement with Haywood Securities Inc. (“Haywood”), on behalf of themselves and a syndicate of underwriters to be formed (collectively, together with Haywood, the “Underwriters”) pursuant to which the Underwriters have agreed to purchase, on a bought deal public offering basis, (i) 28,580,000 units of the Company (the “Units”) at a price of C$0.35 per Unit (the “Unit Issue Price”), (ii) 7,150,000 traditional flow-through shares of the Company (the “FT Shares”) at a price of C$0.42 per FT Share (the “FT Issue Price”); and (iii) 4,550,000 Québec flow-through shares of the Company (the “QFT Shares” and together with the Units and FT Shares, the “Offered Securities”) at a price of C$0.44 per QFT Share (the “QFT Issue Price”), representing total gross proceeds to the Company of C$15,008,000 (the “Offering”).

Key Points: 
  • All Qualifying Expenditures will be renounced in favour of the subscribers of the FT Shares and QFT Shares effective December 31, 2023.
  • The net proceeds from the sale of the Units will be used by the Company to fund exploration and development at the Company’s Troilus gold project, and for working capital and general corporate purposes.
  • The Offered Securities will be offered by way of short form prospectus in each of the provinces of Canada, pursuant to National Instrument 44-101 – Short Form Prospectus Distributions.
  • The Offering is scheduled to close on or about November 20, 2023, subject to customary closing conditions, including receipt of all necessary approvals including the approval of the Toronto Stock Exchange (“TSX”).

Celestica Announces Third Quarter 2023 Financial Results

Retrieved on: 
Wednesday, October 25, 2023
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TORONTO, Oct. 25, 2023 (GLOBE NEWSWIRE) -- Celestica Inc. (TSX: CLS) (NYSE: CLS), a leader in design, manufacturing, hardware platform and supply chain solutions for the world’s most innovative companies, today announced financial results for the quarter ended September 30, 2023 (Q3 2023)†.

Key Points: 
  • See the tables in Schedule 1 and note 8 to the Q3 2023 Interim Financial Statements for per-item charges.
  • See notes 7, 8 and 9 to the Q3 2023 Interim Financial Statements.
  • Management will host its Q3 2023 results conference call on October 26, 2023 at 8:00 a.m. Eastern Daylight Time (EDT).
  • In addition to disclosing detailed operating results in accordance with IFRS, Celestica provides supplementary non-IFRS financial measures to consider in evaluating the company’s operating performance.