Vancouver, B.C., September 14, 2020 – Entrée Resources Ltd. (TSX: ETG; OTCQB: ERLFF – the “Company” or “Entrée”) is pleased to announce that it has closed the non-brokered private placement announced on August 20, 2020 (the “Financing”).
The Company has issued 10,278,000 units at a price of C$0.43 per unit for gross proceeds of C$4,419,540.
Each unit (a “Unit”) consists of one common share of the Company and one-half of one transferable common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder to acquire one additional common share of the Company (a “Warrant Share”) at a price of C$0.60 per share for a period of 3 years. The securities issued in connection with the Financing are subject to a hold period expiring January 15, 2021. In connection with the Financing, the Company paid a finder’s fee of C$86,000 in cash, equal to 5% of aggregate gross subscription proceeds received by the Company from purchasers introduced to the Company by the finder.
Net proceeds from the Financing are expected to be used to update the National Instrument 43-101 Technical Report on the Company’s interest in the Entrée/Oyu Tolgoi joint venture property in Mongolia (the “Entrée/Oyu Tolgoi JV Property”), and for general corporate purposes.
Stephen Scott, President and CEO commented, “We are very pleased that we had such high demand for the Entrée financing at this time of great uncertainty particularly as the overwhelming majority of subscribers were existing shareholders. Capital is not always available to the junior mining sector and seizing the opportunity now has put Entrée in a very strong financial position as development of the Oyu Tolgoi underground project moves towards sustained production.”
Insiders of the Company acquired an aggregate 4.437 million Units, including 2,400,000 Units acquired by Sandstorm Gold Ltd. (“Sandstorm Gold”), 875,000 Units acquired by Rio Tinto International Holdings Limited (“Rio Tinto”) and 740,000 Units acquired by Turquoise Hill Resources Ltd. (“Turquoise Hill”). Following closing, Sandstorm Gold holds 39,790,880 common shares of the Company, or 21.4% of the Company’s issued and outstanding shares, Rio Tinto holds 17,441,796 common shares of the Company, or 9.4% of the Company’s issued and outstanding shares and Turquoise Hill holds 14,539,333 common shares of the Company, or 7.8% of the Company’s issued and outstanding shares. Directors and officers of the Company and their associates acquired an aggregate 422,000 Units on the same terms and conditions as other subscribers.
Stephen Scott added, “We greatly appreciate the ongoing support of all of our shareholders and are particularly pleased that our three largest strategic shareholders participated in the financing at approximately existing proportional levels.”
The insiders’ participation is exempt from the formal valuation and shareholder approval requirements provided under Multilateral Instrument 61-101 – Protection of Minority Holders in Special Transactions. The exemption is based on the fact that the market value of the insiders’ participation or the consideration paid by such insiders does not exceed 25% of the market value of the Company.
The Company will be filing a material change report in connection with the transaction less than 21 days before the expected date of the closing of the transaction, and considers the shorter period to be reasonable given the nature of the transaction and the fact that all necessary approvals have been obtained.
The Units and Warrant Shares have not been, and will not be registered under the United States Securities Act of 1933, as amended, or state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. federal and state registration or an applicable exemption from the U.S. registration requirements. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States.