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Published on 5/3/2011 in the Prospect News PIPE Daily.

Adroit plans C$1 million units sale; reports delay in earlier offering

European fund neglects to pay for securities sold in Feb. 1 placement

By Devika Patel

Knoxville, Tenn., May 3 - Adroit Resources Inc. said it plans a C$1 million private placement of units. The company also said it was cancelling the second tranche of a private placement of units that priced Feb. 1.

The company will sell 100 units at C$10,000.00 per unit, with each unit comprised of 100,000 common shares and 50,000 warrants. Each two-year warrant is exercisable at C$0.15 per share in the first four months, at C$0.25 in the following eight months and at C$0.35 in the last year.

The strike prices are 50%, 150% and 250% premiums to the May 2 closing share price of C$0.10.

The company also said there is a delay in receiving the proceeds from part of its C$1.33 million first tranche of a private placement of units, which settled on Feb. 25. The deal priced for C$3.5 million on Feb. 1 and the company had planned a second tranche but is now cancelling the second closing.

Regarding the first tranche, one investor, a European fund, has neglected to pay the C$313,500 it owes for its investment. The fund invested C$636,500, and the company has received four payments totaling C$323,000, leaving C$313,500 still unpaid. It does not plan to cancel this part of this subscription until it becomes certain that the fund will not honor its obligation. Adroit has not released any securities to the fund.

In the Feb. 1 placement, Adroit sold 6,985,458 units at C$0.19 apiece. It will not sell any more of these units.

The units consist of one common share and a warrant, with each three-year warrant exercisable at C$0.25 in the first year, at C$0.35 in the second and at C$0.45 in the third. The strike prices are a 3.85% discount and 34.62% and 73.08% premiums to the Jan. 31 closing share price of C$0.26.

Proceeds will be used for exploration of the company's Red Vein Copper/Zinc property in Ontario, its Italian Antimony project, development of mineral properties and general working capital.

Vancouver, B.C.-based Adroit explores and develops gold, silver, base metal and diamond properties in Ontario, Canada and central Italy.

Issuer:Adroit Resources Inc.
Stock symbol:TSX Venture: ADT
Market capitalization:C$5.55 million
Feb. 1 offering
Issue:Units of one common share and a warrant
Amount:C$1,327,237
Units:6,985,458
Price:C$0.19
Warrants:One warrant per unit
Warrant expiration:Three years
Warrant strike prices:C$0.25 in the first year, C$0.35 in the second, C$0.45 in the third year
Pricing date:Feb. 1
Amended:May 3
Settlement date:Feb. 25
Stock price:C$0.26 at close Jan. 31
May 3 offering
Issue:Units of 100,000 common shares and 50,000 warrants
Amount:C$1 million
Units:100
Price:C$10,000.00
Warrants:50,000 warrants per unit
Warrant expiration:Two years
Warrant strike prices:C$0.15 in the first four months, C$0.25 in the following eight months, C$0.35 in the final year
Pricing date:May 3
Stock price:C$0.09 at close May 3

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