Mr. Glenn Leroux reports
CANADIAN PREMIUM SAND INC. ANNOUNCES INCREASE TO PREVIOUSLY ANNOUNCED EQUITY FINANCING
Due to strong demand, Canadian Premium Sand Inc. has agreed with Peters & Co. Ltd. and Fort Capital Partners to increase the size of the previously announced best effort private placement financing. Canadian Premium will issue up to 28.5 million units of the company at a price of 30 cents per unit for gross proceeds to the company of up to $8.55-million pursuant to the brokered offering.
In conjunction with the brokered offering, the corporation will complete, on a private placement basis, a non-brokered offering of up to 3.6 million units at the offering price for gross proceeds of up to $1.08-million to certain shareholders, officers, directors, employees and close associates of the corporation.
In all other respects, the terms of the brokered offering and use of proceeds therefrom and from the non-brokered offering will remain as previously disclosed in the company's earlier July 27, 2022, press release.
The securities being offered under the brokered offering and non-brokered offering will be issued pursuant to applicable exemptions from the prospectus requirements under applicable securities laws and will be subject to a hold period that will expire four months and one day from the date of issue.
About Canadian Premium Sand Inc.
The company is developing manufacturing capacity for ultrahigh-clarity patterned solar glass through a company-owned facility to be located in Selkirk, Man., that utilizes the high-purity, low-iron silica sand from its wholly owned Wanipigow quarry leases and renewable Manitoba hydroelectricity. The company is a reporting issuer in Ontario, Alberta and British Columbia. Its shares trade on the TSX Venture Exchange under the symbol CPS.
The issuances of units to insiders pursuant to the brokered offering and non-brokered offering will also be considered related-party transactions within the meaning of TSX-V Policy 5.9 and Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Canadian Premium intends to rely on exemptions from the formal valuation and minority approval requirements in sections 5.5(c) and 5.7(b) of MI 61-101 in respect of such insider participation on the basis that neither the fair market value of the securities to be distributed in the brokered offering and non-brokered offering, nor the consideration to be received for those securities, insofar as the brokered offering and non-brokered offering involves the insiders, exceeds $2.5-million. Further details will be provided in the company's material change report to be filed on SEDAR. The company expects to file a material change report in respect of the related-party transaction fewer than 21 days prior to the closing of the brokered offering and non-brokered offering, which the company deems reasonable in the circumstances so as to be able to avail itself of the proceeds.
We seek Safe Harbor.
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