Atom Energy Announces Closing of Brokered Private Placement
Vancouver, British Columbia–(Newsfile Corp. – July 26, 2019) – Atom Energy Inc. (“Atom” or the “Company”) is pleased to announce the closing of its previously announced brokered private placement and the receipt of subscription documents totaling $10 million as part of a larger, previously announced funding package (the “Financing Package“) to raise a total of approximately $13.5 million.
The Financing Package also incorporates a non-brokered private placement and a strategic investment from ICC International Cannabis Corp. The brokered private placement and non-brokered private placement are described in more detail below. Collectively, they will result in the issue of up to 13.4 million equity securities of the Company at a price of $0.75 per security. Proceeds from the Financing Package will be used to fund the previously announced acquisition (the “Merger Transaction“) of 6th Wave Innovations Corp (“6th Wave“) and for working capital.
6th Wave is a development stage nanotechnology company focused on the extraction and detection of target substances at the molecular level. Its patented molecularly imprinted polymer technology holds the potential for significant advantages in cost and performance relative to traditional extraction technologies.
Further to the Merger Transaction, Atom will acquire 100% of the equity of 6th Wave in accordance with the terms previously disclosed.
1. Brokered Private Placement – Subscription Receipts
The Company has closed a brokered private placement led by PI Financial Corp. resulting in the issue of 3,463,000 subscription receipts (the “Subscription Receipts“) of the Company at an issue price of $0.75 per Subscription Receipt for gross proceeds of $2,597,250.
Each Subscription Receipt will automatically be exchanged for one common share of the Company (a “Common Share“) upon the satisfaction of certain escrow release conditions (the “Release Date“), including the closing of the Merger Transaction announced by the Company in its press release of September 11, 2018 and the approval of the Canadian Securities Exchange.
The Company has paid commissions totalling $181,807.50 and issued 242,410 broker warrants of the Company (the “Broker Warrants“). Each Broker Warrant gives the holder the right to purchase one Common Share at an exercise price of $0.75 for a period of 24 months following the Release Date.
2. Non-Brokered Private Placement – Common Shares
The Company is pleased to provide an update on the non-brokered private placement (the “Non-Brokered Placement“), which is being undertaken concurrently with the brokered private placement. The Company has received subscription agreements for a total of 9,873,933 common shares of the Company at an issue price of $0.75 per Common Share for total proceeds of approximately $7,405,450, of which the Company has closed initial tranches for total proceeds of $3,209,997 and issued a total of 4,279,996 Common Shares. The Company intends to close the balance of the Non-Brokered Private Placement over the coming weeks.
The Company intends to pay a commission of up to 7% of the gross proceeds of the Non-Brokered Placement and issue compensation options of the Company (the “Compensation Options“) equal to up to 7% of the aggregate number of Common Shares issued by the Company pursuant to the Non-Brokered Placement. Each Compensation Option will give the holder the right to purchase one Common Share at an exercise price of $0.75 for a period of 24 months following the closing date of each tranche of the Non-Brokered Placement.
Lastly, the Company reports that it has granted a total of 100,000 options to a Consultant to the Company. The options have an exercise price of $0.75 and vest at the rate of 25% every three months. The options expire 5 years after the date of grant.
ON BEHALF OF THE BOARD OF DIRECTORS
John Veltheer, CEO & Director
For information, please contact the Company:
Phone: (604) 562-6915
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
This press release includes certain statements that may be deemed “forward-looking statements including the intention to complete a private placement transaction and the intended use of proceeds from a private placement transaction. All statements in this release, other than statements of historical facts, that address future events or developments that the Company expects, are forward looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual events or developments may differ materially from those in forward-looking statements. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause Atom’s actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, Atom failing to satisfy the escrow release conditions related to the Subscription Receipts; or Atom failing to close the non-brokered Placement for some or all of its identified investors.