Controlled Placement Facility



Executive Summary:

  • Acuity Capital provides placement facility of up to $2 million
  • N27 retains control over the process
  • Provides access to funding for exploration activities and working capital

Northern Cobalt is pleased to announce the execution of a controlled placement agreement (CPA) with Acuity Capital that provides up to $2 million of standby equity capital to 31 December 2020.

Under the terms of the CPA, N27 retains full control of all aspects of the placement process: having sole discretion as to whether or not to utilise the CPA, the quantum of issued shares, the minimum issue price of shares and the timing of each placement tranche (if any).

There are no obligations on N27 to utilise the CPA and the Company may terminate the CPA at any time with 5 Business Days’ notice, without cost or penalty. Acuity Capitaland the CPA do not place any restrictions at any time on N27 raising capital through other methods.

If the Company elects to utilise the CPA, N27 is able to set a floor price (at its sole discretion) and the final issue price will be calculated as the greater of that floor price and a price of up to a 10% discount to a Volume Weighted Average Price (VWAP) over a period of N27’s choosing (again at the sole discretion of the Company).

Capital provided (if any) under the CPA will principally be used to provide funding for theCompany’s exploration activities and for general working capital.

As collateral for the CPA, N27 has agreed to place 2,500,000 fully paid ordinary shares at nil consideration to Acuity Capital (Collateral Shares) under N27’s Listing Rule 7.1placement capacity. The Company may, at any time, terminate the CPA and buy back the Collateral Shares for nil consideration (subject to shareholder approval).