Helium Evolution Incorporated (TSXV: HEVI, OTCQB: HEEVF) has closed a $25 million private placement financing, the company said on Monday.
The Calgary-based firm issued 166,666,667 units at $0.15 per unit, with each unit comprising one common share and one warrant. The warrants allow holders to purchase additional common shares at $0.30 for three years from the closing date, subject to an acceleration feature if the volume-weighted average trading price reaches or exceeds $0.50 for 30 consecutive trading days. Certain new insider warrants include a blocker clause to prevent exercises that would create a new control person under TSX Venture Exchange policies.
New international investors provided $23.7 million of the financing, with three investors each acquiring approximately 15% of the company’s outstanding common shares on a non-diluted basis. Henry Maxey and Tough Investments Limited each subscribed for 49,310,000 common shares and 49,310,000 warrants for $7.40 million, while Alan Howard, previously uninvolved, acquired 49,310,000 units for the same amount. Company insiders participated for $230,000. Pro rata participation and board nomination agreements were entered with Maxey, Howard, and Tough Investments Limited to maintain their ownership percentages while retaining at least 10% of common shares.
Helium Evolution paid Auctus Advisors LLP a cash fee of $1.18 million and issued 6,317,200 finder’s warrants for subscriptions from certain investors. Securities issued are subject to a four-month hold period under applicable securities laws.
Net proceeds will be directed toward exploration and development at Saskatchewan helium assets, drilling and infrastructure initiatives, and general corporate purposes.
