Canadian Premium Sand Inc. Announces Closing of Upsized $5.2 Million Non-Brokered Private Placement
16 June 2021 - 9:00PM
Canadian Premium Sand Inc. (“
CPS”
or the “
Company”) (TSXV: CPS) is pleased to
announce that, due to investor interest, it has closed an upsized,
non-brokered private placement (the "
Offering").
Pursuant to the Offering, the Company issued an aggregate of
20,799,200 common shares (the "
Common Shares") at
a price of $0.25 per Common Share for gross proceeds of $5,199,800.
After giving effect to the Offering, the Company will have
42,043,660 common shares issued and outstanding.
The Corporation’s two significant shareholders
and certain directors and officers participated in the Offering. On
a combined basis they subscribed for an aggregate of 8,330,700
Common Shares for $2,082,675.
In accordance with the policies of the TSX
Venture Exchange and in connection with the Offering, the Company
paid an aggregate of $78,700 in finder’s fees to certain
arms-length parties.
The net proceeds of the Offering will be used to
fund the initial phase of the Front-End Engineering and Design for
a glass manufacturing facility in the greater Winnipeg area,
initiate permitting applications and other key activities to
progress the business plan, as well as for general working capital
purposes.
The Offering is subject to the final acceptance
of the TSX Venture Exchange. The Common Shares were distributed in
certain Canadian jurisdictions in reliance upon exemptions set
forth in National Instrument 45-106 - Prospectus Exemptions. The
Common Shares issued in the Offering are subject to a statutory
hold period expiring October 16, 2021.
The securities described herein have not been,
and will not be, registered under the United States Securities Act
of 1933, as amended (the “U.S. Securities Act”) or
any state securities laws and accordingly may not be offered or
sold within the United States or to “U.S. persons”, as such term is
defined in Regulation S promulgated under the U.S. Securities Act
(“U.S. Persons”), except in compliance with the
registration requirements of the U.S. Securities Act and applicable
state securities requirements or pursuant to exemptions therefrom.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any of the Company’s securities to,
or for the account of benefit of, persons in the United States or
U.S. Persons.
The issuances of Common Shares to insiders
pursuant to the Offering will also be considered related party
transactions within the meaning of TSXV Policy 5.9 and Multilateral
Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions (“MI 61-101”). CPS relied on
exemptions from the formal valuation and minority approval
requirements in sections 5.5(c) and 5.7(b) of MI 61-101 in respect
of such insider participation on the basis that neither the fair
market value of the securities to be distributed in the Offering
nor the consideration to be received for those securities, in so
far as the Offering involved the Insiders, exceeded $2,500,000.
Further details will be provided in the Company’s material change
report to be filed on SEDAR.
About Canadian Premium Sand
Inc.
The Company is evaluating the potential for
sustainable manufacturing of high clarity flat glass through a
Company owned facility in the greater Winnipeg area that utilizes
the high-quality silica sand from its wholly-owned Wanipigow silica
sand deposit. The Company is a reporting issuer in Ontario, Alberta
and British Columbia. Its shares trade on the TSXV under the symbol
"CPS".
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
CONTACT
INFORMATION:
Canadian Premium Sand
Inc. Glenn Leroux President and Chief Executive
Officer glenn.leroux@cpsmail.com
Investor
Relations IR@cpsmail.com 587.355.3714
www.canadianpremiumsand.com
Disclaimer for Forward-Looking
Information
Certain statements in this press release related
to the business prospects of the Company and the use of proceeds of
the Offering are forward-looking statements and are prospective in
nature. Forward-looking statements are not based on historical
facts, but rather on current expectations and projections about
future events, and are therefore subject to risks and uncertainties
which could cause actual results to differ materially from the
future results expressed or implied by the forward-looking
statements. These statements generally can be identified by the use
of forward-looking words such as "may", "should", "will", "could",
"intend", "estimate", "plan", "anticipate", "expect", "believe" or
"continue", or the negative thereof or similar variations.
Forward-looking statements in this news release include statements
involving the use of net proceeds under the Offering, the receipt
of TSXV final acceptance for the Offering and statements regarding
the Company's business plan and the timing thereof. Such statements
are qualified in their entirety by the inherent risks and
uncertainties in manufacturing and mining industry in general and
such other factors outlined in the Company's continuous disclosure
documents available on SEDAR at www.sedar.com, which are beyond the
control of the Company. Such forward-looking statements should
therefore be construed in light of such factors, and the Company is
not under any obligation, and expressly disclaims any intention or
obligation, to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except in accordance with applicable securities laws.
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