REG - Gensource Potash - Closing of Non-Brokered Private Placement & TVR

Gensource PotashAnnouncement

27/01/2023 07:00

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RNS Number : 0343O  Gensource Potash Corporation  27 January 2023

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED
STATES

 

Gensource Potash Announces Second and Final Closing of Non-Brokered Private
Placement and TVR

 
SASKATOON, Saskatchewan and London, U.K.  - January 27, 2023 - Gensource
Potash Corporation ("Gensource" or the "Company") (AIM/TSXV: GSP), a
fertilizer development company focused on sustainable potash production,
announces that on January 26, 2023 it completed the second and final closing
of its previously announced non-brokered private placement offering (the
"Offering") of (i) units of the Company (each a "Unit") at a price of $0.15
per Unit; and (ii) common shares of the Company that are "flow-through shares"
as defined in subsection 66(15) of the Income Tax Act (Canada) (each a "Flow
Through Share") at a price of $0.20 per Flow Through Share.

At the second and final closing, the Company issued 11,969,998 Units for
aggregate gross proceeds of $1,795,499.70. Each Unit consists of one common
share in the capital stock of the Company (a "Common Share") and one Common
Share purchase warrant of the Company (a "Warrant"). Each whole Warrant is
exercisable for one Common Share (a "Warrant Share") at an exercise price of
$0.30 per Warrant Share for a period of 24 months following the date of
issuance.

Pursuant to the terms of this closing of the Offering, the Company paid
certain finders an aggregate cash commission of $27,300 and issued 157,000
non-transferable warrants (the "Broker Warrants") of the Company to such
finders, with each Broker Warrant exercisable, for a period of 24 months from
the date hereof, into one Common Share (a "Broker Warrant Share") at an
exercise price of $0.30 per Broker Warrant Share.

Use of proceeds from the sale of the Units, as previously disclosed, will be
used to advance the Tugaske Project and for general working capital purposes.
Gensource is pleased that the current portion of financing has been completed
while it continues its work on funding opportunities to secure additional
capital for the Tugaske project.

The securities issued pursuant to this closing of the Offering are subject to
a hold period of four months plus a day expiring May 27, 2023.

 

This closing of the Offering remains subject to receipt of the final approval
of the TSX Venture Exchange.

 

Admission to Trading on AIM

 

An application will be made for the admission (the "Admission") of the
11,969,998 new Common Shares issued pursuant to the Unit component of the
Offering, which will rank pari passu with existing Common Shares, to trading
on the AIM Market of the London Stock Exchange plc ("AIM"). It is expected
that the Admission will become effective, and trading will commence at 8 a.m.
GMT on 1 February 2023.

 

Following Admission, the Company's total issued share capital will consist of
438,765,993 Common Shares of no par value. For the purposes of the UK's
Financial Conduct Authority's Disclosure Guidance and Transparency Rules, the
total number of voting rights in the Company will be 438,765,993. This figure
may be used by shareholders as the denominator for the calculations by which
they determine if they are required to notify their interest in, or a change
of their interest in, the Company under the UK's Financial Conduct Authority's
Disclosure Guidance and Transparency Rules.

 

 

 

For further information on Gensource Potash, please contact:

 

 Gensource Potash Corporation
 Mike Ferguson - President & CEO                             +1-306-974-6414

 Strand Hanson Limited (Nominated & Financial Adviser)       +44 (0) 20 7409 3494
 Ritchie Balmer / Rory Murphy / Charles Hammond

 Peel Hunt LLP (Broker)                                      +44 (0) 20 7418 8900
 Ross Allister / David McKeown / Georgia Langoulant

 Camarco (Financial PR)                                      +44 (0) 20 3757 4997

 Gordon Poole / Charlotte Hollinshead / Lily Pettifar

 

For any press enquiries please contact us on gensource@camarco.co.uk

 

Further information on Gensource Potash Corporation can be found at
www.gensourcepotash.ca (http://www.gensourcepotash.ca)

Follow us on twitter @GensourcePotash

 

About Gensource
Gensource is a fertilizer development company based in Saskatoon, Saskatchewan
and is on track to become the next fertilizer production company in that
province. With a modular and environmentally leading approach to potash
production, Gensource believes its technical and business model will be the
future of the industry. Gensource operates under a business plan that has two
key components: (1) vertical integration with the market to ensure that all
production capacity built is directed, and pre-sold, to a specific market,
eliminating market-side risk; and (2) technical innovation which will allow
for a modular and economic potash production facility, that demonstrates
environmental leadership within the industry, producing no salt tailings,
therefore eliminating decommissioning risk, and requiring no surface brine
ponds, thereby removing the single largest and negative environmental aspect
of potash mining.

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.

Caution Regarding Forward-Looking Statements

This news release may contain forward looking information and Gensource
cautions readers that forward- looking information is based on certain
assumptions and risk factors that could cause actual results to differ
materially from the expectations of Gensource included in this news release.
This news release includes certain "forward-looking statements", which often,
but not always, can be identified by the use of words such as "believes",
"anticipates", "expects", "estimates", "may", "could", "would", "will", or
"plan". These statements are based on information currently available to
Gensource and Gensource provides no assurance that actual results will meet
management's expectations.

Forward looking statements include estimates and statements with respect to
Gensource's future plans, objectives or goals, to the effect that Gensource or
management expects a stated condition or result to occur, including any
offering of securities by Gensource. Since forward-looking statements are
based on assumptions and address future events and conditions, by their very
nature they involve inherent risks and uncertainties. Actual results could
differ materially from those currently anticipated in such statements for many
reasons such as: failure to receive final approval of the TSXV for the
Offering; failure to finance the Tugaske Project or other projects on terms
which are economic or at all; failure to settle a definitive joint venture
agreement with a party and advance and finance the Tugaske Project; changes in
general economic conditions and conditions in the financial markets; the
ability to find and source off-take agreements; changes in demand and prices
for potash; litigation, legislative, environmental and other judicial,
regulatory, political and competitive developments; technological and
operational difficulties encountered in connection with Gensource's
activities; an inability to predict and counteract the effects of COVID-19 on
the business of Gensource, including but not limited to the effects of
COVID-19 on the price of commodities, capital market conditions, restriction
on labour and international travel and supply chains, failure to obtain
required regulatory approvals; and other matters discussed in this news
release and in filings made with securities regulators. This list is not
exhaustive of the factors that may affect any of Gensource's forward-looking
statements. These and other factors should be considered carefully, and
readers should not place undue reliance on Gensource's forward-looking
statements. Gensource does not undertake to update any forward-looking
statement that may be made from time to time by Gensource or on its behalf,
except in accordance with applicable securities laws.

 

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