EMX Royalty Corporation (NYSE American: EMX) (TSX-V: EMX) (FSE: 6E9) is pleased to announce that it has completed the first tranche of its C$ 21.45 million private placement of 6.5 million units by the issuance of 6,337,347 units at C$ 3.30 each for gross proceeds of C$ 20,913,245. The units consisted of one common share of the Company and one-half of one transferable warrant. Each whole warrant entitles the purchase until November 6, 2023 of one common share at C$ 4.00 in the first year and C$ 4.50 in the second year.
EMX paid a 6.0% cash commission and issued that number of non-transferable compensation warrants equal to 6.0% of the number of units sold to investors introduced by the following eligible finders: Sprott Global Resource Investments, Ltd. (C$ 257,505 and 78,032 compensation warrants), Sprott Capital Partners LP (C$ 38,313 and 11,610 compensation warrants), Canaccord Genuity Corp. (C$ 119,295 and 36,150 compensation warrants), Haywood Securities Inc. (C$ 41,877 and 12,690 compensation warrants) and Richardson Wealth Ltd. (C$ 1,980 and 600 compensation warrants). Each compensation warrant entitles the purchase until November 7, 2022 of one common share of the Company for C$ 3.50.
The shares issued and issuable upon the exercise of warrants in the first tranche are subject to a four month restricted resale (hold) period expiring on March 6, 2022.
All of EMX’s directors, as well as certain officers, purchased units in the first tranche. Each of their subscriptions constituted a ‘related party transaction’ under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions. There was not sufficient time between such subscriptions and the closing of the first tranche for the Company to file a material change report disclosing such related party transactions with the applicable Canadian Securities Administrators not less than 21 days before the closing. Each of such related party transactions was exempt from the disinterested shareholder approval and valuation requirements of MI 61-101 as the fair market value of each of their subscriptions was less than 25% of the Company’s market capitalization.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), or any U.S. state securities laws and may not be offered or sold within the “United States” or to “U.S. Persons” (as such terms are defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable U.S. state securities laws, or an exemption from such registration is available.
EMX is a precious, base and battery metals royalty company. EMX’s investors are provided with discovery, development, and commodity price optionality, while limiting exposure to risks inherent to operating companies.
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We acknowledge the [financial] support of the Government of Canada.