VANCOUVER, BC, Feb. 13,
2024 /CNW/ - Graphite One Inc. (TSXV: GPH)
(OTCQX: GPHOF) ("Graphite One" or the
"Company") announces today that it intends to amend the
terms of the aggregate 11,955,677 outstanding common share purchase
warrants (the "Warrants") due to expire on August 28, 2024, November
21, 2024 and September 17,
2024.
The Warrants were issued in connection with: (i) a private
placement transaction that closed in two tranches, on August 28, 2022 and November 21, 2022 and are currently exercisable
at Cdn$1.50 per common share, and
(ii) a private placement transaction that closed on September 17, 2023 and are currently exercisable
at Cdn$1.21 per common share.
Under the proposed amendments to the Warrants (the "Proposed
Amendments"), the exercise price will be reduced to
Cdn$1.00 per common share commencing
on the date of TSX Venture Exchange ("TSXV") approval and
will expire 30 days from the date of such approval at 4:00 p.m. (Vancouver time) (the "Reduced Term").
The exercise price will revert back to the original exercise price
for any Warrants that are not exercised during the Reduced Term.
The Company intends to issue an updating news release upon receipt,
if any, from the TSXV of the Proposed Amendments.
If the Warrants are exercised during the Reduced Term, the
holder of such Warrant will receive for each Warrant exercised, at
no additional cost, one common share purchase warrant (the
"Sweetener Warrant"), whereby the Sweetener Warrant will
have an exercise price of Cdn$1.00
per common share and expire at the earlier of: (i) three (3) years
from the date of issuance; and (ii) 30 days, at the Company's
option, if for any ten (10) consecutive trading days the closing
price of the Company's common shares on the TSXV equals or exceeds
Cdn$1.20. The Sweetener Warrants will
be subject to a four-month and one day hold period from their date
of issuance. The use of proceeds for any Sweetener Warrant
exercised will be used to support the Project's feasibility study
and for general working capital.
The Proposed Amendments are designed to encourage the early
exercise of the Warrants and to more closely align the terms of the
Warrants with current market conditions. The Proposed Amendments
remain subject to the approval of the TSXV.
Taiga Mining Company Inc.("Taiga"), a control person of
the Company, beneficially owns 2,258,957 Warrants. As a result, the
Proposed Amendments are considered to be a "related party
transaction" as defined under Multilateral Instrument 61-101
– Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). The Company is relying
on the exemptions from the formal valuation and minority approval
requirements found in Sections 5.5(a) and 5.7(1)(a) of MI 61-101,
as the fair market value of the Proposed Amendments, insofar as it
involves Taiga, is not more than 25% of the Company's market
capitalization. The Proposed Amendments were unanimously approved
by the directors of the Company, after the nature and extent of
Taiga's interest in the Proposed Amendments was disclosed. The
Company did not file a material change report at least 21 days
before the expected effective date of the Proposed Amendments as
the Company was required to complete the Proposed Amendments in an
expeditious manner.
About Graphite One Inc.
GRAPHITE ONE INC. (TSX–V: GPH; OTCQX: GPHOF) continues to
develop its Graphite One Project (the "Project") to become
an American producer of high-grade anode materials that is
integrated with a domestic graphite resource. The Project is
proposed as a vertically integrated enterprise to mine, process and
manufacture anode materials primarily for the lithium–ion electric
vehicle battery market. As set forth in the Company's 2022
Pre-Feasibility Study, graphite mineralization mined from the
Company's Graphite Creek Property, situated on the Seward Peninsula about sixty (60) kilometers
north of Nome, Alaska, would be
processed into concentrate at an adjacent processing plant.
Natural and artificial graphite anode materials and other
value–added graphite products would be manufactured from the
concentrate and other materials at the Company's proposed advanced
graphite materials manufacturing facility to be located in the
contiguous United States. The Company intends to make a
production decision on the Project upon the completion of a
Feasibility Study.
On Behalf of the Board of Directors
"Anthony Huston" (signed)
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.
This release includes certain statements that may be deemed
to be forward-looking statements. Other than statements of
historical facts, all statements in this release that address the
implementation of the Proposed Amendments, including the
anticipated timing thereof and the TSXV's acceptance of the
Proposed Amendments are forward-looking statements. Although the
Company believes the expectations expressed in such forward-looking
statements are based on reasonable assumptions, such statements are
no guarantees of future performance and actual results or
developments may differ materially from those in the
forward-looking statements. Factors that could cause actual results
to differ materially from those in forward-looking statements
include the receipt of all necessary regulatory approvals, market
prices, continued availability of capital and financing, and
general economic, market or business conditions. Readers are
cautioned not to place undue reliance on this forward-looking
information, which is given as of the date it is expressed in this
press release, and the Company undertakes no obligation to update
publicly or revise any forward-looking information, except as
required by applicable securities laws. For more information on the
Company, investors should review the Company's continuous
disclosure filings that are available at www.sedarplus.ca.
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SOURCE Graphite One Inc.