Osisko Green Acquisition, a special purpose acquisition corporation, has closed a C$250 million initial public offering on the Toronto Stock Exchange and will begin trading this week. The IPO’s greenshoe option could bring in up to C$37.5 million more. The SPAC, an affiliate of Toronto-based Osisko Mining, will make one or more acquisitions of businesses focused on the energy transition. In a separate release, Queen’s Road Capital said it invested C$21 million in the IPO.
TORONTO, Sept. 08, 2021 (GLOBE NEWSWIRE) — Osisko Green Acquisition Limited (the “Corporation”) (TSX: GOGR.UN) is pleased to announce the closing (the “Closing”) of its initial public offering (the “Offering”) of 25,000,000 Class A restricted voting units of the Corporation (the “Class A Restricted Voting Units”) at an offering price of $10.00 per Class A Restricted Voting Unit, for aggregate proceeds of $250,000,000. The Corporation has granted the Underwriters (as defined below) a 30-day option following Closing of the Offering to purchase up to an additional 3,750,000 Class A Restricted Voting Units, at a price of $10.00 per Class A Restricted Voting Unit (the “Over-Allotment Option”) for additional aggregate proceeds of up to $37,500,000, to cover over-allotments, if any, and for market stabilization purposes, as further described in the Corporation’s final prospectus dated August 30, 2021 (the “Final Prospectus”). The Offering was led by Eight Capital, on behalf of a syndicate of underwriters including BMO Nesbitt Burns Inc., Canaccord Genuity Corp., National Bank Financial Inc. and RBC Dominion Securities Inc. (collectively, the “Underwriters”).
Each Class A Restricted Voting Unit is comprised of one Class A restricted voting share of the Corporation (a “Class A Restricted Voting Share”) and one-half of a share purchase warrant of the Corporation (each whole warrant, a “Warrant”). Each Warrant will entitle the holder to purchase one Class A Restricted Voting Share for a purchase price of $11.50, only commencing 65 days after the completion of the qualifying acquisition (as defined below) and will expire on the day that is five years after the closing date of the qualifying acquisition or earlier, as described in the Final Prospectus. The Class A Restricted Voting Units will commence trading today on the Toronto Stock Exchange (the “Exchange”) under the symbol “GOGR.UN” and will trade as a unit until the date that is 40 days following Closing of the Offering (or, if such date is not a trading day on the Exchange, the next trading day on the Exchange), after which the Class A Restricted Voting Shares and Warrants will trade separately. Class A Restricted Voting Shares will be redeemable for a pro-rata portion of the amount then held in the escrow account established with the escrow agent, net of taxes payable and other prescribed amounts.
The Corporation is a newly-organized special purpose acquisition corporation formed for the purpose of effecting an acquisition of one or more businesses within a specified period of time (a “qualifying acquisition”). The Corporation will search for target businesses or assets involved in the shift away from fossil fuels to green energy and related industries and commodities such as mining of battery minerals, refining and processing, technology and supply chains, with an aggregate enterprise value of between $500 million and $1 billion; however, it is not limited to a particular industry or geographic region for purposes of completing its qualifying acquisition. The Corporation intends to identify, evaluate and execute an attractive qualifying acquisition by leveraging its network to find attractive investment opportunities.
The Corporation’s management team and board of directors is comprised of: Sean Roosen (Chief Executive Officer and Chairman); Don Njegovan (President); Alexander Dann (Chief Financial Officer); John Burzynski (Director); Robert Wares (Director); John Sabine (Director); Tara Christie (Director); Jason Ellefson (Director); and Christina McCarthy (Director).
The sponsor of the Corporation is Osisko Green Sponsor Corp. (the “Sponsor”), a wholly owned subsidiary of Osisko Mining Inc. Concurrent with the Closing, the Sponsor, together with Osisko Gold Royalties Ltd and certain of the officers and directors of the Corporation, Sean Roosen, Don Njegovan, Alexander Dann, John Burzynski, Robert Wares, John Sabine, Tara Christie and Jason Ellefson (collectively with the Sponsor, the “Founders”), and certain investors, including Queen’s Road Capital Investment Ltd. (collectively, the “Funding Investors”), purchased an aggregate of 7,875,000 share purchase warrants (the “Funding Warrants”) at an offering price of $1.00 per Funding Warrant for aggregate proceeds equal to $7,875,000. The Founders and the Funding Investors also own 7,187,499 Class B shares of the Corporation (the “Class B Shares”) that were acquired for approximately $0.0035 per share. Mr. Wares owns 1,000,000 Class B Shares, representing approximately 13.91% of the outstanding Class B Shares. The Founders and the Funding Investors will relinquish up to 937,500 of the Class B Shares without compensation depending on the extent to which the Over-Allotment Option is exercised (such that the Class B Shares will represent 20% of the issued and outstanding shares of the Corporation, including all Class A Restricted Voting Shares and Class B Shares, after such relinquishment). The Founders’ and the Funding Investors’ positions in the Corporation were acquired for investment purposes. Subject to certain exceptions, the Founders and the Funding Investors are restricted from selling their Class B Shares and Funding Warrants prior to the qualifying acquisition, as described in the Final Prospectus. In connection with the Offering, the Sponsor, as sponsor to the Corporation, entered into certain material agreements, all as described in the Final Prospectus.
Upon Closing, an aggregate of $250,000,000 (representing the gross proceeds from the sale of the Class A Restricted Voting Units) or $10.00 per Class A Restricted Voting Unit sold to the public, was placed in the escrow account established with the escrow agent pending completion of a qualifying acquisition by the Corporation and will only be released upon certain prescribed conditions.
The Corporation’s head office is located at 155 University Avenue, Toronto, Ontario M5H 3B7 and the registered office is located at Suite 2500, 666 Burrard Street, Vancouver, British Columbia V6C 2X8.
Bennett Jones LLP is legal counsel to the Corporation and the Sponsor. Blake, Cassels & Graydon LLP is legal counsel to the Underwriters.
This press release is not an offer of securities for sale in the United States, and the securities may not be offered or sold in the United States absent registration or an exemption from registration. The securities have not been and will not be registered under the United States Securities Act of 1933. A copy of the Final Prospectus is available on SEDAR at www.sedar.com.
About Osisko Green Acquisition Limited
Osisko Green Acquisition Limited is a newly organized special purpose acquisition corporation incorporated under the laws of the Province of British Columbia for the purpose of effecting, directly or indirectly, a qualifying acquisition within a specified period of time.