Update to Fundraising Settlement
Reykjavik, Dec. 16, 2024 (GLOBE NEWSWIRE) --
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES, AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE
IMPORTANT NOTICES SECTION WITHIN THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS FOR INFORMATION
PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR
INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO
PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF AMAROQ MINERALS
LTD.
THIS ANNOUNCEMENT CONTAINS INSIDE
INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION NO
596/2014, WHICH IS PART OF ICELANDIC LAW BY VIRTUE OF THE ACT NO
60/2021 ON MEASURES AGAINST MARKET ABUSE AND ASSIMILATED REGULATION
NO 596/ 2014 AS IT FORMS PART OF THE LAW OF THE UNITED KINGDOM BY
VIRTUE OF THE EUROPEAN (WITHDRAWAL) ACT 2018, AS AMENDED. ON
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION
SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC
DOMAIN.
Amaroq Minerals Ltd.
(“Amaroq” or the “Company”)
Update to Fundraising
Settlement
TORONTO, ONTARIO – 16 December 2024
– Amaroq Minerals Ltd. (AIM, TSX-V, NASDAQ Iceland: AMRQ),
an independent mining company with a substantial land package of
gold and strategic mineral assets in Southern Greenland, today
announces that due to a slight delay in the receipt of funds from
one subscriber, the closing of its Fundraising, settlement and
admission of the 32,034,664 common shares of the Company in
relation to the UK Placing, Icelandic Placing and Canadian
Subscription, as detailed in the announcements on the 3 and 4
December 2024, is now expected to occur on 17 December 2024.
Capitalised terms not otherwise defined in
the text of this announcement have the meanings given in the
Company’s Fundraising announcement dated 3 December 2024.
Enquiries:
Amaroq Minerals
Ltd.
Eldur Olafsson, Executive Director and CEO
eo@amaroqminerals.com
Eddie Wyvill, Corporate
Development
+44 (0)7713 126727
ew@amaroqminerals.com
Panmure Liberum Limited (Nominated Adviser, Joint
Bookrunner and Corporate Broker)
Scott Mathieson
Nikhil Varghese
Kieron Hodgson
Josh Moss
+44 (0) 20 7886 2500
Canaccord Genuity Limited (Joint Bookrunner and
Corporate Broker)
James Asensio
Harry Rees
George Grainger
+44 (0) 20 7523 8000
Landsbankinn hf. (Joint Bookrunner and
Underwriter)
Björn Hákonarson
Sigurður Kári Tryggvason
+354 410 4000
Acro verðbréf hf. (Joint Bookrunner)
Hannes Árdal
Þorbjörn Atli Sveinsson
+354 532 8000
Fossar Investment Bank hf. (Joint
Bookrunner)
Steingrímur Arnar Finnsson
Kristín Alexandra Gísladóttir
+354 522 4000
Camarco (Financial PR)
Billy Clegg
Elfie Kent
Fergus Young
+44 (0) 20 3757 4980
IMPORTANT NOTICES
This Announcement does not constitute, or form
part of, a prospectus relating to the Company, nor does it
constitute or contain an invitation or offer to any person, or any
public offer, to subscribe for, purchase or otherwise acquire any
shares in the Company or advise persons to do so in any
jurisdiction, nor shall it, or any part of it form the basis of or
be relied on in connection with any contract or as an inducement to
enter into any contract or commitment with the Company.
This Announcement is not for publication or
distribution, directly or indirectly, in or into the United States
of America, Australia, The Republic of South Africa (“South
Africa”), Japan or any other jurisdiction in which such release,
publication or distribution would be unlawful. This Announcement is
for information purposes only and does not constitute an offer to
sell or issue, or a solicitation of an offer to buy, subscribe for
or otherwise acquire any securities in the United States (including
its territories and possessions, any state of the United States and
the District of Columbia (collectively, the “United States”)),
Iceland, Australia, Canada, South Africa, Japan or any other
jurisdiction in which such offer or solicitation would be unlawful
or to any person to whom it is unlawful to make such offer or
solicitation.
The securities referred to herein have not been
and will not be registered under the U.S. Securities Act of 1933,
as amended (the “Securities Act”), and may not be offered or sold
in the United States, except pursuant to an applicable exemption
from the registration requirements of the Securities Act and in
compliance with any applicable securities laws of any state or
other jurisdiction of the United States, or under the securities
laws of Iceland, Australia, Canada, South Africa, Japan, or any
state, province or territory thereof or any other jurisdiction
outside the United Kingdom, except pursuant to an applicable
exemption from the registration requirements and in compliance with
any applicable securities laws of any state, province or other
jurisdiction of Iceland, Australia, Canada, South Africa or Japan
(as the case may be). No public offering of securities is being
made in the United States, Iceland, Australia, Canada, South
Africa, Japan or elsewhere.
No action has been taken by the Company, Panmure
Liberum, Canaccord, Landsbankinn, Acro, Fossar or any of their
respective affiliates, or any of its or their respective directors,
officers, partners, employees, consultants, advisers and/or agents
(collectively, “Representatives”) that would permit an offer of the
Fundraising Shares or possession or distribution of this
Announcement or any other publicity material relating to such
Fundraising Shares in any jurisdiction where action for that
purpose is required. Persons receiving this Announcement are
required to inform themselves about and to observe any restrictions
contained in this Announcement. Persons (including, without
limitation, nominees and trustees) who have a contractual or other
legal obligation to forward a copy of this Announcement should seek
appropriate advice before taking any action. Persons distributing
any part of this Announcement must satisfy themselves that it is
lawful to do so.
This Announcement, as it relates to the UK
Placing, is directed at and is only being distributed to: (a) if in
a member state of the EEA, persons who are qualified investors
(“EEA Qualified Investors”), being persons falling within the
meaning of Article 2(e) of Regulation (EU) 2017/1129 (the “EU
Prospectus Regulation”); or (b) if in the United Kingdom, persons
who are qualified investors (“UK Qualified Investors”), being
persons falling within the meaning of Article 2(e) of assimilated
Regulation (EU) 2017/1129 as it forms part of the law of the United
Kingdom by virtue of the European Union (Withdrawal) Act 2018, as
amended (the “UK Prospectus Regulation”), and who are (i) persons
falling within the definition of “investment professional” in
Article 19(5) of the Financial Services And Markets Act 2000
(Financial Promotion) Order 2005, as amended (the “Order”) or (ii)
persons who fall within Article 49(2)(a) to (d) (high net worth
companies, unincorporated associations, etc.) of the Order, or (c)
persons to whom it may otherwise be lawfully communicated (all such
persons referred to in (a), (b) and (c) together being referred to
as “Relevant Persons”).
The Fundraising Shares have not been qualified
for distribution by prospectus in Canada and may not be offered or
sold in Canada except in reliance on exemptions from the
requirements to provide the relevant purchaser with a prospectus
and, as a consequence of acquiring securities pursuant to this
exemption or exemptions, certain protections, rights and remedies
provided by the applicable Canadian securities laws will not be
available to the relevant purchaser. The Fundraising Shares will be
subject to statutory resale (hold) restrictions for a period of
four months and one day in Canada under the applicable Canadian
securities laws and any resale of the Common Shares must be made in
accordance with such resale restrictions or in reliance on an
available exemption therefore. Such restrictions shall not apply to
any Fundraising Shares acquired outside of Canada.
For the attention of residents of Australia:
This Announcement is not a prospectus or product disclosure
statement or otherwise a disclosure document for the purposes of
Chapter 6D or Part 7.9 of the Australian Corporations Act 2001
(Cth) (“Corporations Act”) and does not constitute an offer, or an
invitation to purchase or subscribe for the Fundraising Shares
offered by this Announcement except to the extent that such an
offer or invitation would be permitted under Chapter 6D or Part 7.9
of the Corporations Act without the need for a lodged prospectus or
product disclosure statement. In addition, for a period of 12
months from the date of issue of the Fundraising Shares, no
transfer of any interest in the Fundraising Shares may be made to
any person in Australia except to “sophisticated investors” or
“professional investors” within the meaning of sections 708(8) and
(11) of the Corporations Act or otherwise in accordance with
section 707(3) of the Corporations Act.
No other person should act on or rely on this
Announcement as it relates to the UK Placing and persons
distributing this Announcement must satisfy themselves that it is
lawful to do so. By accepting the terms of this Announcement, you
represent and agree that you are a Relevant Person. This
Announcement must not be acted on or relied on by persons who are
not Relevant Persons. Any investment or investment activity to
which this Announcement or the Fundraising relates is available
only to Relevant Persons and will be engaged in only with Relevant
Persons.
No offering document or prospectus will be made
available in any jurisdiction in connection with the matters
contained or referred to in this Announcement or the UK Placing or
the Fundraising, unless applicable in relation to admission to
trading in Iceland and no such prospectus is required (in
accordance with either the EU Prospectus Regulation for the purpose
of the offer or sale of the Common Shares, the UK Prospectus
Regulation or Canadian securities laws) to be published. The
offering as it relates to the Icelandic Placing is subject to the
exemptions from the obligation to publish a prospectus provided for
in Articles 1(4)(a) and 1(4)(b) of the EU Prospectus
Regulation.
Panmure Liberum, which is authorised and
regulated by the Financial Conduct Authority in the United Kingdom
is acting exclusively for the Company and for no one else in
connection with the UK Placing and will not regard any other person
(whether or not a recipient of this Announcement) as a client in
relation to the UK Placing and will not be responsible to anyone
other than the Company in connection with the UK Placing or for
providing the protections afforded to their clients or for giving
advice in relation to the UK Placing, the Fundraising or any other
matter referred to in this Announcement. The responsibilities of
Panmure Liberum, as nominated adviser, are owed solely to the
London Stock Exchange and are not owed to the Company or to any
director or any other person and accordingly no duty of care is
accepted in relation to them. No representation or warranty,
express or implied, is made by Panmure Liberum as to, and no
liability whatsoever is accepted by Panmure Liberum in respect of,
any of the contents of this Announcement (without limiting the
statutory rights of any person to whom this Announcement is
issued).
Canaccord, which is authorised and regulated by
the Financial Conduct Authority in the United Kingdom is acting
exclusively for the Company and for no one else in connection with
the UK Placing and will not regard any other person (whether or not
a recipient of this Announcement) as a client in relation to the UK
Placing and will not be responsible to anyone other than the
Company in connection with the UK Placing or for providing the
protections afforded to their clients or for giving advice in
relation to the UK Placing, the Fundraising or any other matter
referred to in this Announcement.
Acro, which is authorised and regulated by the
Financial Supervisory Authority of the Central Bank of Iceland, is
acting exclusively for the Company and for no one else in
connection with the Icelandic Placing and will not regard any other
person (whether or not a recipient of this Announcement) as a
client in relation to the Icelandic Placing and will not be
responsible to anyone other than the Company in connection with the
Icelandic Placing or for providing the protections afforded to
their clients or for giving advice in relation to the Icelandic
Placing, the Fundraising or any other matter referred to in this
Announcement. Some Icelandic Placees may however be customers of
Acro.
Fossar, which is authorised and regulated by the
Financial Supervisory Authority of the Central Bank of Iceland, is
acting exclusively for the Company and for no one else in
connection with the Icelandic Placing and will not regard any other
person (whether or not a recipient of this Announcement) as a
client in relation to the Icelandic Placing and will not be
responsible to anyone other than the Company in connection with the
Icelandic Placing or for providing the protections afforded to
their clients or for giving advice in relation to the Icelandic
Placing, the Fundraising or any other matter referred to in this
Announcement. Some Icelandic Placees may however be customers of
Fossar.
Landsbankinn, which is authorised and regulated
by the Financial Supervisory Authority of the Central Bank of
Iceland, is acting exclusively for the Company and for no one else
in connection with the Icelandic Placing and will not regard any
other person (whether or not a recipient of this Announcement) as a
client in relation to the Icelandic Placing and will not be
responsible to anyone other than the Company in connection with the
Icelandic Placing or for providing the protections afforded to
their clients or for giving advice in relation to the Icelandic
Placing, the Fundraising or any other matter referred to in this
Announcement. Some Icelandic Placees may however be customers of
Landsbankinn.
This Announcement is being issued by and is the
sole responsibility of the Company. No representation or warranty,
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by or on
behalf of Panmure Liberum, Canaccord, Landsbankinn, Acro and/or
Fossar (apart from in the case of Panmure Liberum and Canaccord the
responsibilities or liabilities that may be imposed by the
Financial Services and Markets Act 2000, as amended (“FSMA”) or the
regulatory regime established thereunder) and/or by any of their
respective affiliates and/or any of their respective
Representatives as to, or in relation to, the accuracy, adequacy,
fairness or completeness of this Announcement or any other written
or oral information made available to or publicly available to any
interested party or their respective advisers or any other
statement made or purported to be made by or on behalf of Panmure
Liberum, Canaccord, Landsbankinn, Acro and/or Fossar and/or any of
their respective affiliates and/or by any of their respective
Representatives in connection with the Company, the UK Placing
Shares, the UK Placing, the Common Shares or any part of the
Fundraising and any responsibility and liability whether arising in
tort, contract or otherwise therefor is expressly disclaimed. No
representation or warranty, express or implied, is made by Panmure
Liberum, Canaccord, Landsbankinn, Acro and/or Fossar and/or any of
their respective affiliates and/or any of their respective
Representatives as to the accuracy, fairness, verification,
completeness or sufficiency of the information or opinions
contained in this Announcement or any other written or oral
information made available to or publicly available to any
interested party or their respective advisers, and any liability
therefor is expressly disclaimed.
The information in this Announcement may not be
forwarded or distributed to any other person and may not be
reproduced in any manner whatsoever. Any forwarding, distribution,
reproduction or disclosure of this Announcement, in whole or in
part, is not authorised. Failure to comply with this directive may
result in a violation of the Securities Act or the applicable laws
of other jurisdictions.
This Announcement does not constitute a
recommendation concerning any investor’s options with respect to
the UK Placing or any part of the Fundraising. Recipients of this
Announcement should conduct their own investigation, evaluation and
analysis of the business, data and other information described in
this Announcement. This Announcement does not identify or suggest,
or purport to identify or suggest, the risks (direct or indirect)
that may be associated with an investment in the UK Placing Shares
or the Common Shares. The price and value of securities can go down
as well as up and investors may not get back the full amount
invested upon the disposal of the shares. Past performance is not a
guide to future performance. The contents of this Announcement are
not to be construed as legal, business, financial or tax advice.
Each investor or prospective investor should consult his or her or
its own legal adviser, business adviser, financial adviser or tax
adviser for legal, business, financial or tax advice.
Any indication in this Announcement of the price
at which the Company’s shares have been bought or sold in the past
cannot be relied upon as a guide to future performance. Persons
needing advice should consult an independent financial adviser. No
statement in this Announcement is intended to be a profit forecast
or profit estimate for any period and no statement in this
Announcement should be interpreted to mean that earnings, earnings
per share or income, cash flow from operations or free cash flow
for the Company for the current or future financial periods would
necessarily match or exceed the historical published earnings,
earnings per share or income, cash flow from operations or free
cash flow for the Company.
All offers of the Fundraising Shares will be
made pursuant to an exemption under the EU Prospectus Regulation
and the UK Prospectus Regulation from the requirement to produce a
prospectus. This Announcement is being distributed and communicated
to persons in the United Kingdom only in circumstances in which
section 21(1) of FSMA does not apply.
The Fundraising Shares to be issued pursuant to
the Fundraising will not be admitted to trading on any stock
exchange other than AIM, the TSX-V and the Icelandic Exchange.
Neither the TSX-V nor its Regulation Services
Provider (as that term is defined in the policies of the TSX-V)
accepts responsibility for the adequacy or accuracy of this
release.
Forward-Looking Information
This Announcement includes statements that are,
or may be deemed to be, “forward-looking statements”. In some
cases, these forward-looking statements can be identified by the
use of forward-looking terminology, including the terms “aims”,
“anticipates”, “believes”, “could”, “envisages”, “estimates”,
“expects”, “intends”, “may”, “plans”, “projects”, “should”,
“targets” or “will” or, in each case, their negative or other
variations or comparable terminology. By their nature,
forward-looking statements involve risks and uncertainties because
they relate to events and depend on circumstances that may or may
not occur in the future and factors which are beyond the Company’s
control. The actual results, performance or achievements of the
Company or developments in the industry in which the Company
operates may differ materially from the future results, performance
or achievements or industry developments expressed or implied by
the forward-looking statements contained in this Announcement. The
forward-looking statements contained in this Announcement speak
only as at the date of this Announcement. The Company undertakes no
obligation to update or revise publicly the forward-looking
statements contained in this Announcement, except as required in
order to comply with its legal and regulatory obligations.
Grafico Azioni Amaroq Minerals (LSE:AMRQ)
Storico
Da Nov 2024 a Dic 2024
Grafico Azioni Amaroq Minerals (LSE:AMRQ)
Storico
Da Dic 2023 a Dic 2024
