Denarius Metals Corp. (TSX-V: DSLV) (OTCQB: DNRSF) announced that it has received approval from the TSX Venture Exchange to consolidate its issued and outstanding common shares on a ten-for-one basis (10:1). The Company’s common shares will commence trading on a post-consolidated basis on the TSXV and OTCQB at market open on Monday, November 21, 2022. The Company’s name and trading symbols will remain unchanged. Following the Consolidation, the new ISIN and CUSIP numbers for the Company’s common shares are CA2482332079 and 248233207, respectively. For the Company’s listed common share purchase warrants, the ISIN and CUSIP numbers will remain unchanged and are CA2482331162 and 248233116, respectively.
Denarius Metals has an authorized capital consisting of an unlimited number of common shares without par value, of which 207,621,865 common shares are currently issued and outstanding. In addition, a further approximately 94 million common shares are issuable through the potential future exercise of the issued and outstanding warrants and stock options. This potentially large number of issued and outstanding common shares acts as a damper on the Company’s stock price and could restrict the ability of the Company to raise equity in the future to fund its business activities. Accordingly, the Company is consolidating its issued and outstanding common shares on a ten-for-one basis (10:1). The Company believes that the benefits of the Consolidation include, among other things, that the anticipated higher share price resulting from the Consolidation may meet investing guidelines for certain institutional investors and investment funds that are prevented under such guidelines from investing in the common shares at current price levels. Also, a smaller number of common shares trading at a higher price makes the Company more attractive to potential investors and could further enhance the value of the common shares held by current shareholders.
As a result of the Consolidation, there will be approximately 20,762,188 common shares issued and outstanding on a post-consolidated basis, subject to rounding for fractional shares as no fractional shares will be issued. The number of post-consolidated common shares to be received will be rounded up to the nearest whole number for fractions of 0.5 or greater or rounded down to the nearest whole number for fractions of less than 0.5. The letter of transmittal with respect to the Consolidation will be mailed to registered holders of common shares on Wednesday, November 23, 2022. The number of common shares on a post-consolidated basis underlying the issued and outstanding warrants of the Company and the exercise price thereof will be adjusted in accordance with the applicable warrant certificate and indenture.
The following table summarizes the Company’s capital structure following the Consolidation:
|Security||Issued and Outstanding Following the Consolidation|
|20,762,188 (subject to rounding for fractional shares)|
|Warrants to purchase 7,580,370 common shares, with each ten (10) warrants entitling the holder thereof to purchase one (1) whole common share, at an exercise price of $8.00 per common share expiring March 17, 2026|
|Stock Options||127,500 Stock Options at an exercise price of $1.00 per common share expiring in August 2030
730,000 Stock Options at an exercise price of $4.45 per common share expiring in June 2026
260,000 Stock Options at an exercise price of $6.50 per common share expiring in November 2026
705,000 Stock Options at an exercise price of $4.50 per common share expiring in February 2031
About Denarius Metals
Denarius Metals is a Canadian junior company engaged in the acquisition, exploration, development and eventual operation of polymetallic mining projects in high-grade districts, with its principal focus on the Lomero-Poyatos Project in Spain. The Company recently signed a letter of intent for an option and joint-venture arrangement with Europa Metals Ltd. (“Europa”) pursuant to which Europa has granted Denarius Metals the right to acquire up to an 80% ownership interest in the Toral Zn-Pb-Ag Project, Leon Province, Northern Spain in two stages. The Company also owns the Zancudo and Guia Antigua Projects in Colombia.
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We acknowledge the [financial] support of the Government of Canada.