Tuesday, 02 January 2024 12:17 GMT

Cavalry Capital Corp. Announces Launch Of Private Placement


(MENAFN- Newsfile Corp) Vancouver, British Columbia--(Newsfile Corp. - September 10, 2025) - Cavalry Capital Corp. (TSXV: CVY.P) (" Cavalry " or the " Company ") is pleased to announce that it has launched its non-brokered private placement (the " Private Placement ") of subscription receipts (each, a "Subscription Receipt "), as previously announced in its press release dated July 29, 2025. Cavalry intends to issue 10,500,000 Subscription Receipts at a price of $0.25 per Subscription Receipt for gross proceeds of $2,625,000. Each Subscription Receipt will, upon satisfaction of certain escrow release conditions, be converted into one unit, each comprised of one post-Consolidation (as defined below) Cavalry common share and one-half of one common share purchase warrant (each whole warrant, a " Cavalry Warrant "). Each Cavalry Warrant will be exercisable for a period of 24 months from the escrow release date of the Subscription Receipts to purchase one post-Consolidation Cavalry common share at an exercise price of $0.35 per share.

The securities issued in the Private Placement will be subject to a four-month hold period from the date of issuance of the Subscription Receipts in accordance with applicable securities laws. The Company may pay a finder's fee to eligible parties in connection with the Private Placement, subject to the approval of the TSX Venture Exchange (the " TSXV ") and in compliance with applicable securities laws.

The completion of the Private Placement is a condition to the closing of its business combination with Advanced Energy Fuels, Inc. (" Advanced Energy "), as previously announced by Cavalry on May 16, 2025 and July 29, 2025 (the "Transaction" ). Cavalry and Advanced Energy intend to use the proceeds of the Private Placement to advance the South Woodie Woodie Manganese Project located in the Pilbara Region of Western Australia (the " SWWM Project "), with the intention of advancing a pre-feasibility study on the SWWM Project. In connection with the Transaction, Cavalry will complete a consolidation of its outstanding share capital (the " Consolidation ") on the basis of 1.66 pre-Consolidation Cavalry common shares for each post-Consolidation Cavalry common share, and the subscribers of the Private Placement will receive post-Consolidation securities of Cavalry upon conversion of the Subscription Receipts. The Transaction is intended to constitute the "Qualifying Transaction" of Cavalry, as such a term is defined in Policy 2.4 - Capital Pool Companies of the TSXV. The Transaction, the Consolidation and the Private Placement are subject to the approval of the TSXV. For further information on the Transaction, see the Company's press release dated July 29, 2025.

On behalf of the board of directors of Cavalry:

Brandon Bonifacio,
President and CEO

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