Ion Energy Announces Filing of Final Short-Form Prospectus and Updates to Previous Disclosure
April 07 2021 - 1:11PM
Ion Energy Ltd. (“
ION”, or the “Company”)
(TSXV:ION) (OTCQB: IONGF) (FSE: 5YB) is pleased to announce that it
has filed a final short-form prospectus (the
“
Prospectus”) with the securities regulatory
authorities in each of the provinces of Canada, other than Québec,
in connection with its previously announced “bought deal” public
offering (the “
Offering”) of units (the
“
Units”). Pursuant to the offering, a syndicate of
underwriters led by PI Financial Corp. and which included Stifel
GMP (together, the “Underwriters”), agreed to purchase from the
Company 10,000,000 Units at a price of $0.50 per Unit for aggregate
gross proceeds of $5,000,000.
Each Unit consists of one common share in the
capital of the Company (each, a “Common Share”)
and one warrant to purchase one additional Common Share at a price
of $0.70 for three years after the closing date of the Offering
(each, a “Warrant”). The Company also granted the
Underwriters an option (the "Over-Allotment
Option"), exercisable in whole or in part at any time, and
from time to time, until the date that is 30 days following the
closing of the Offering, to offer for sale any combination of
additional Units, Common Shares or Warrants in such combination as
is equal to up to 15% of the number of Common Shares and warrants
issued in the Offering in the aggregate, to cover over-allotments,
if any, and for market stabilization purposes.
The Company intends to use the net proceeds of
the Offering to fund exploration at the Company’s lithium brine
projects and for general working capital purposes.
The Offering is expected to close on or before
April 13, 2021. Further information on the Offering is included in
the Prospectus, a copy of which is available under the Company’s
profile on www.sedar.com.
Prior to filing the Prospectus, the Company
filed amended unaudited condensed consolidated interim financial
statements for the three and nine months ended September 30, 2020
(the “Amended Financial Statements”), together
with corresponding amended management’s discussion and analysis
(the “Amended MD&A”). The Amended Financial
Statements and the Amended MD&A were amended as a result of
management’s and the auditor's review of the financial statements
during the course of the Ontario Securities Commission’s review of
the Prospectus.
The Company engaged its auditors to perform a
review of the previously filed unaudited condensed consolidated
interim financial statements for the three and nine months ended
September 30, 2020 (the “Previously Filed Financial
Statements”) in connection with the Prospectus. During the
auditor’s review, the Company identified a number of adjustments to
the financial statements. These include: the incorrect recognition
of a liability related to the exploration licence, where the
conditions for recognition have not yet been met; a
reclassification between current assets and current liabilities;
the incorrect valuation of broker warrants related to the Company’s
previously completed Qualifying Transaction; an error in the
calculation of expenses for the three month period ended September
30, 2020; and an incorrect (non-retrospective) presentation of the
share consolidation that occurred in connection with the Qualifying
Transaction. The net impact of the adjustments is a reduction in
both assets and liabilities in the amount of $306,942, a reduction
in the reported loss for the three-month period of $174,594, a
reduction in the reported loss for the nine month period of
$88,705, and a reduction in share capital, contributed surplus and
accumulated other comprehensive income in the total amount of
$88,705.
This news release does not constitute an offer
to sell or a solicitation of an offer to sell any of 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.
About ION Energy Ltd.
ION Energy Ltd. (TSXV: ION) (OTCQB: IONGF) (FRA:
5YB) is committed to exploring and developing Mongolia’s lithium
salars. ION’s flagship, 81,000+ hectare Baavhai Uul lithium brine
project, represents the largest and first lithium brine exploration
licence award in Mongolia. ION also holds the 19,000+ hectare
Urgakh Naran highly prospective Lithium Brine licence in Dornogovi
Province in Mongolia. ION is well-poised to be a key player in the
clean energy revolution, positioned well to service the world’s
increased demand for lithium. Information about the Company is
available on its website, www.ionenergy.ca, or under its profile on
SEDAR at www.sedar.com.
For further information:
COMPANY CONTACT: Ali Haji, ali@ionenergy.ca,
647-871-4571
MEDIA CONTACT: Siloni Waraich,
siloni@ionenergy.ca, 416-432-4920
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 press release.
Cautionary Statements Regarding
Forward-Looking Statements
Information set forth in this news release
contains forward-looking statements. Forward-looking statements
include estimates and statements that describe the Company’s future
plans, objectives or goals, including words to the effect that the
Company or management expects a stated condition or result to
occur. Forward-looking statements may be identified by such terms
as “believes”, “anticipates”, “expects”, “estimates”, “may”,
“could”, “would”, “will”, or “plan”. Since forward-looking
statements are based on assumptions and address future events and
conditions, by their very nature they involve inherent risks and
uncertainties. Although these statements are based on information
currently available to the Company, the Company provides no
assurance that actual results will meet management’s expectations.
Risks, uncertainties and other factors involved with
forward-looking information could cause actual events, results,
performance, prospects and opportunities to differ materially from
those expressed or implied by such forward-looking information.
Forward looking information in this news release includes, but is
not limited to, the completion and estimated closing date of the
Offering, satisfaction of regulatory requirements in various
jurisdictions and the Company’s anticipated use of the net proceeds
of the Offering. Important factors that could cause actual results
to differ materially from the Company’s expectations include, among
others, volatility in equity markets, the inability to satisfy any
condition of the underwriting agreement relating to the Offering,
and the material changes on the Company’s business prior to
closing. There can be no assurance that forward-looking statements
will prove to be accurate and actual results and future events
could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on
forward-looking statements.
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