Vior Completes The Second Closing Of Its Overall Financing Totalling $2,400,000
MONTREAL, CANADA, March 31, 2021 – VIOR INC. (“Vior” or the “Corporation”), (TSX-V: VIO, FRANKFURT: VL51)- is pleased to announce the second closing (“2nd Closing”) of its financing previously announced on March 17, 2021 (the “Offering”) through the issuance of 7,600,000 units at a price of $0.20 per unit for gross proceeds of $1,520,000. The total gross proceeds of the Offering to Vior is $2,400,000.
Osisko Mining Inc. (“Osisko”) has exercised its equity participation right to maintain its ownership at 9.9% on a partially diluted basis by acquiring 525,000 units for $105,000. This right had been granted to Osisko on March 17, 2021 pursuant to an Investor Rights Agreement entered into by Vior and Osisko. Immediately following the 2nd Closing, Osisko will hold approximately 6.9% of the issued and outstanding Common Shares of Vior (and 9.9% on a partially diluted basis, presuming the exercise of all Warrants held by Osisko).
Fonds de solidarité FTQ, SIDEX, s.e.c. and the Société de Développement de la Baie-James also participated in the 2nd Closing for a total amount of $600,000.
Each unit will consist of one common share in the capital of Vior (a “Common Share”) and one-half of one Common Share purchase warrant (each whole warrant a “Warrant”). Each Warrant will entitle the holder to acquire one additional Common Share at an exercise price of $0.30 per Common Share for a period of 24 months from the closing date. The Warrants forming part of the Units purchased during the 2nd Closing shall be subject to an accelerated expiry date clause whereby, at any time following the expiry of the four-months and one day hold period, should the trading price of the Common Shares on the TSX Venture Exchange (the “TSX-V”) be equal to or exceed $0.45 for 10 consecutive trading days, as evidenced by the price at the close of the market, then Vior shall be entitled to notify the holder of its intention to force the exercise of the Warrants within a period of 30 days following the receipt of such notice by the Warrant holder.
Vior intends to use the net proceeds from this 2nd Closing to fund exploration work in Quebec, as well as for working capital and general corporate purposes.
The insiders’ participation for $171,000 is exempt from the formal valuation and minority shareholder approval requirements provided under Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (“Regulation 61-101”) in accordance with sections 5.5(a) and 5.7(1)(a) of Regulation 61-101. The exemption is based on the fact that neither the fair market value of the private placement, nor the consideration paid by such Insiders exceeds 25% of the market capitalization of Vior. Vior did not file a material change report 21 days prior to the closing as the details of the participation of insiders of Vior had not been confirmed at that time.
The securities issued in the 2nd Closing of the Offering are subject to a four-month and one (1) day hold period expiring on July 31, 2021.
In connection with this second closing of the Offering, finder’s fees equal to an aggregate amount of $11,100 were paid to third parties dealing at arm’s length with Vior. The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the acceptance by the TSX-V.