Beedie Investments Limited Early Warning Press Release Regarding Investment in Artemis Gold Inc.
BURNABY, BC, July 8, 2020 /CNW/ - In connection with the recently announced private placement (the "Private Placement") by Artemis Gold Inc. (the "Company") of up to 64,825,925 subscription receipts ("Subscription Receipts") representing the right to acquire one common share in the capital of the Company ("Common Share"), Beedie Investments Limited ("Beedie Investments") purchased 20,370,000 Subscription Receipts (the "Purchased Subscription Receipts") at a price of C$2.70 per Subscription Receipt for an aggregate investment of C$54,999,000. The proceeds from the Private Placement will be used by the Company in connection with its previously-announced acquisition of the Blackwater Gold Project in central British Columbia (the "Acquisition"). The Private Placement is comprised of Subscriptions Receipts issued on a bought deal basis and a non-brokered basis, including 23,095,600 Subscription Receipts (including the Purchased Subscription Receipts) issued on a non-brokered basis to certain related parties (the "Related Parties") of the Company, including Beedie Investments (the "Related Party Financing"). Each Subscription Receipt issued in the Related Party Financing, including each Purchased Subscription Receipt, will be automatically converted, immediately prior to the completion of the Acquisition, into one Common Share without further payment or action on the part of the holder, upon satisfaction of certain escrow release conditions, including, among others, (i) the satisfaction or waiver of all conditions precedent to the completion of the Acquisition, and (ii) the approval of the Related Party Financing by an ordinary resolution of the shareholders of the Company, excluding the votes attached to Common Shares owned or controlled by the Related Parties (including Beedie Investments) and their joint actors (collectively, the "Related Party Release Conditions"). The Related Party Release Conditions must be satisfied on or before December 31, 2020, unless extended in accordance with the terms of the purchase agreement for the Acquisition.
Beedie Investments is controlled by Ryan Beedie, who is also a director of the Company. Following the closing of the Private Placement, Beedie Investments and Mr. Beedie together hold (i) 14,378,773 Common Shares, (ii) common share purchase warrants entitling the holder to purchase one Common Share at a price of $1.08 per Common Share for a period of 60 months following their issuance on August 27, 2019 that are exercisable into a further 11,111,111 Common Shares (the "Warrants"), (iii) options to acquire an additional 100,000 Common Shares (the "Options") and the Purchased Subscription Receipts. Assuming the exercise in full of the Warrants and the Options and the satisfaction of the Related Party Release Conditions, Beedie Investments and Mr. Beedie together are deemed to beneficially own a total of 45,960,257 Common Shares, representing approximately 34.9% of the issued and outstanding Common Shares after giving effect to such exercises and the conversion into Common Shares of all of the Subscription Receipts issued under the Private Placement following the satisfaction of all escrow release conditions, including the Related Party Release Conditions.
Beedie Investments and Mr. Beedie acquired their Common Shares, Warrants, Options and Purchased Subscription Receipts for investment purposes, and review their holdings in the Company on a continuing basis and may from time to time and at any time, in their sole discretion, acquire or cause to be acquired additional equity or debt securities or other instruments of the Company, or dispose or cause to be disposed such equity or debt securities or instruments, through open market transactions, private placements by the Company and other privately negotiated transactions, or otherwise, in each case in accordance with applicable securities laws.
A copy of the early warning report relating to the announcement of the Acquisition will be available under the Company's profile on SEDAR, and may also be obtained by contacting Beedie Investments at (604) 435-3321.
Beedie Investments Limited
3030 Gilmore Diversion
Burnaby, BC V5G 3B4
Canada
Neither 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 news release.
SOURCE Beedie Investments Ltd.
Beedie Investments, (604) 435-3321
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