11:58:02 EST Sun 05 Feb 2023
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IsoEnergy closes $18.3-million financing

2022-12-06 13:04 ET - News Release

Mr. Tim Gabruch reports


IsoEnergy Ltd. has closed its previously announced $18.3-million financing comprising:

  • $6-million raised through the issuance of 1,801,802 common shares to NexGen Energy Ltd. at a price of $3.33 per share;
  • $4-million (U.S.) (approximately $5.3-million (Canadian)) raised through the issuance of an unsecured convertible debenture to Queen's Road Capital Investment Ltd.;
  • $5-million raised through the issuance of 940,000 charity flow-through common shares at a price of $5.35 per share, to a syndicate of underwriters led by PI Financial Corp., and including Canaccord Genuity, Haywood Securities Inc., Raymond James Ltd., Sprott Capital Partners LP and TD Securities Inc.;
  • $2-million raised through the issuance of 600,000 non-flow-through common shares to the underwriters, at a price of $3.33 per share.

The debenture carries a 10-per-cent coupon over a five-year term, with the principal amount (adjusted to Canadian dollars) convertible at the holder's option into common shares of the company, at a price of $4.33 per share, for a maximum of 1,464,281 shares, with the exact number of shares determined based on the exchange rate at the time of conversion. The interest is payable semi-annually, with 7.5 per cent payable in cash and 2.5 per cent payable in common shares of the company, subject to the approval of the TSX Venture Exchange, at a price equal to the 20-day volume-weighted average trading price (VWAP) of the company's common shares on the TSX-V on the day prior to the date such interest is due. The company is entitled, on or after the third anniversary of the issuance of the debenture, at any time the 20-day VWAP exceeds 130 per cent of the conversion price, to redeem the debenture at par plus accrued and unpaid interest. In connection with the issuance of the debenture, the company paid QRC an establishment fee of $120,000 (U.S.) in cash.

Including the proceeds from the financing, IsoEnergy now has cash reserves of approximately $20.7-million. Proceeds from the financing will be used for exploration and development of the company's properties in the Athabasca basin, Saskatchewan, potential future acquisitions and for general corporate purposes.

Pursuant to applicable securities laws, all securities issued in connection with the financing have a four-month hold period expiring on April 7, 2023.

About IsoEnergy Ltd.

IsoEnergy is a well-financed uranium exploration and development company with a portfolio of prospective projects in the infrastructure-rich eastern Athabasca basin in Saskatchewan, Canada. In 2018, the company discovered the high-grade Hurricane deposit on its 100-per-cent-owned Larocque East property in the eastern Athabasca basin.

NexGen early warning report information

As a consequence of the financing, NexGen has acquired 1,801,802 common shares of the company at a price of $3.33 per share for an aggregate purchase price of $6,000,000.66. Immediately prior to the financing, NexGen beneficially owned and controlled 53,479,833 common shares of the company, representing approximately 50.05 per cent of the outstanding common shares (calculated on an undiluted basis). Immediately following the financing, NexGen beneficially owns and controls 55,281,635 common shares of the company, representing approximately 50.17 per cent of the issued and outstanding common shares, representing a decrease of approximately 4.83 per cent relative to the number of common shares of the company that NexGen reported as holding in its previous early warning report dated Dec. 20, 2018, as a result of subsequent share issuances by the company.

The company has been advised by NexGen that the common shares were acquired by NexGen for investment purposes and that NexGen may, depending on market conditions and other available investment and business opportunities and subject to any statutory restrictions, increase or decrease its ownership of, or control or direction over, securities of the company, whether in the open market, by privately negotiated agreements or otherwise.

The disclosure regarding NexGen's shareholdings contained in this news release is made pursuant to National Instrument 62-104 (Take-Over Bids and Issuer Bids) and a report respecting these matters will be filed by NexGen with the applicable securities regulatory authorities using SEDAR.

Qualified person statement

All scientific and technical information in this press release has been reviewed and approved by Andy Carmichael, PGeo, IsoEnergy's vice-president, exploration. Mr. Carmichael is a qualified person for the purposes of National Instrument 43-101 (Standards of Disclosure for Mineral Projects).

We seek Safe Harbor.

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