CPE News (2.23.2023) – Lithium Royalty Corp. has filed an amendment to its preliminary base PREP prospectus with the securities regulatory authorities for a proposed initial public offering of common shares.
Lithium Royalty Corp. has attentively priced its offering between $16.00 and $19.00 per share with issuing between 7,894,737 and 9,375,000 common shares for gross proceeds of $150 million or $172.5 million if over-allotment option were to be exercised in full.
Upon completing the offering, Lithium Royalty Corp. will have two classes of shares issued and outstanding: common shares and convertible common shares. The two classes are substantially identical, except for the conversion feature attached to the convertible common shares. Each convertible common share is convertible, at the option of the holder at any time, into either (i) one common share or (ii) 0.9999 of a common share plus a subscription right to acquire 0.0001 common shares for an exercise price of US $0.00001 per share.
Upon completing the offering, and assuming no exercise of the over-allotment option and based on midpoint offering price of $17.50, Waratah Capital Advisors Ltd., and together with its affiliates, controlling persons and investment funds managed by it and its affiliates, will, directly or indirectly, own or control approximately 55% of
the issued and outstanding equity shares. Riverstone Holdings LLC through Riverstone VI LRC B.V., will, directly or indirectly, own or control approximately 29% of yhe issued and outstanding equity shares.
At the midpoint offering price of $17.50 and assuming no exercise of over-allotment option, Lithium Royalty Corp. will have shares 24,065,686 common shares and 29,746,313 convertible common shares outstanding, for an aggregate of 53,811,999 equity shares., effectively valuing the company at approximately $942 million.
Toronto based Lithium Royalty is a lithium focused royalty company with a globally diversified portfolio of 29 royalties on mineral properties around the world. Its portfolio is focused on high-grade and low cost mineral projects that are primarily located in Australia, Canada, South America and the United States, and includes royalties covering two operating mines and four mines in construction as well as other development projects.
photo credit: Lithium Royalty
News Release
Toronto, February 23, 2023
Lithium Royalty Corp. Announces Launch of Initial Public Offering and Roadshow
Lithium Royalty Corp. (“LRC”) today announced the launch of the initial public offering of its common shares and the commencement of its roadshow following the filing of an amended and restated preliminary base PREP prospectus with the securities regulatory authorities in each of the provinces and territories of Canada. The offering price is currently expected to be between C$16.00 and C$19.00, to realize gross proceeds of approximately C$150 million, assuming no exercise of the underwriters’ over-allotment option to purchase up to an additional 15% of the common shares sold pursuant to the offering. Net proceeds from the offering will be used for the acquisition of royalties, to repay shareholder notes, to pay contingent royalty obligations as and when they are triggered and for other general corporate purposes.
The offering is being co-led by Canaccord Genuity Corp. and Citigroup Global Markets Canada Inc. together with TD Securities Inc., Cormark Securities Inc., National Bank Financial Inc., BMO Capital Markets, Scotiabank, Raymond James Ltd. and Red Cloud Securities Inc. as underwriters.
The amended and restated preliminary base PREP prospectus, which amends and restates the preliminary base PREP prospectus of LRC dated February 21, 2023, contains important information relating to LRC and the common shares and the offering and is still subject to completion or amendment. Copies of the amended and restated preliminary base PREP prospectus are available from Canaccord Genuity Corp. at ecm@cgf.com. There will not be any sale or any acceptance of an offer to buy the common shares until a receipt for the (final) base PREP prospectus has been issued.
No securities regulatory authority has either approved or disapproved the contents of this news release. The common shares 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. Accordingly, the common shares may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any securities of LRC in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About LRC
LRC is a lithium-focused royalty company with a globally diversified portfolio of 29 royalties on mineral properties around the world that supply and are expected to supply raw materials to support the electrification of transportation and decarbonization of the global economy. Our portfolio is focused on high-grade and low cost mineral projects that are primarily located in Australia, Canada, South America and the United States, and includes royalties covering two operating mines and four mines in construction as well as other development projects. LRC is a signatory to the United Nations Principles for Responsible Investment and the integration of ESG factors and sustainable mining are important considerations in our investment analysis and royalty acquisitions.
Contact Information for Inquiries:
Ernie Ortiz
Chief Executive Officer
416-572-3900
ernie.ortiz@lithiumroyaltycorp.com