/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR DISSEMINATION IN THE UNITED
STATES./
VANCOUVER, BC, June 24, 2021
/PRNewswire/ -- (TSX: LUC) (BSE: LUC) (Nasdaq Stockholm:
LUC) Lucara Diamond Corp. ("Lucara" or the "Company") is
pleased to announce today that it has entered into an agreement
with a syndicate of underwriters led by BMO Capital Markets under
which the underwriters have agreed to buy on bought deal basis
29,400,000common shares (the "Common Shares"), at a price of
C$0.75 per Common Share for gross
proceeds of approximately C$22
million (the "Public Offering"). The Company has granted the
Underwriters an option, exercisable at the offering price for a
period of 30 days following the closing of the Public Offering, to
purchase up to an additional 15% of the Public Offering to cover
over-allotments, if any. The offering is expected to close on or
about July 15, 2021 and is subject to
Lucara receiving all necessary regulatory approvals. View PDF
version
The Company is also pleased to announce that it has agreed to
launch a concurrent private placement of approximately C$16 million on the same terms as the Public
Offering (the "Private Placement" and together with the Public
Offering, the "Financing") to Nemesia S.à.r.l. ("Nemesia") and to
certain other investors on a private placement basis. Any Common
Shares issued pursuant to the Private Placement will be subject to
a statutory hold period in Canada
for a period of 4 months and one day. The Private Placement is
expected to close on or about July 15,
2021 and is subject to Lucara receiving all necessary
regulatory approvals.
The net proceeds of the Public Offering and Private Placement
will be used for working capital to support the development and
ongoing operation of the Karowe diamond mine.
In respect of the Public Offering, Common Shares will be offered
by way of a short form prospectus in British Columbia, Alberta, Manitoba and Ontario and may also be offered by way of
private placement in the United States.
The securities offered have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended, or
any state securities laws, and may not be offered or sold in
the United States absent
registration or an applicable exemption from the registration
requirements. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
Nemesia is an insider of the Company and, as a result of their
participation in the Private Placement, the Private Placement will
be considered a "related party transaction" under Multilateral
Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The Company intends to rely on
the exemptions set forth in sections 5.5(a) and 5.7(1)(a) of MI
61-101 from the valuation and minority shareholder approval
requirements of MI 61-101 in respect of such insider participation,
as neither the aggregate fair market value of the Common Shares
expected to be purchased by Nemesia is less than 25% of the
Company's market capitalization. A material change report in
respect of the Financing will be filed in accordance with MI
61-101, but is not expected to be filed 21 days in advance of the
closing of the Financing as certain details regarding the
participation of Nemesia have not yet been finalized and the
Company wishes to close on an expedited basis for sound business
reasons.
This news release is not an offer to the public to subscribe for
Common Shares or otherwise acquire Common Shares or other financial
instruments in the Company, whether in Sweden or in any other EEA Member State. This
news release is an advertisement and does not constitute a
prospectus in accordance within the meaning of Regulation (EU)
2017/1129 of the European Parliament and of the Council of
14 June 2017 (the "Prospectus
Regulation"). No such prospectus has been or will be prepared in
connection with the Offering or the Private Placement. The
financial instruments referred to in the news release are not
intended to be offered to the public in any EEA Member State except
to qualified investors (as defined in the Prospectus Regulation)
and in accordance with any other applicable exemption from the
requirement to prepare a prospectus under the Prospectus Regulation
in that Member State.
Eira Thomas
President and Chief Executive Officer
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LinkedIn
ABOUT LUCARA
Lucara is a leading independent producer of large exceptional
quality Type IIa diamonds from its 100% owned Karowe Mine in
Botswana and owns a 100% interest
in Clara Diamond Solutions, a secure, digital sales platform
positioned to modernize the existing diamond supply chain and
ensure diamond provenance from mine to finger. The Company
has an experienced board and management team with extensive diamond
development and operations expertise. The Company operates
transparently and in accordance with international best practices
in the areas of sustainability, health and safety, environment and
community relations.
The information in this release is accurate at the time of
distribution but may be superseded or qualified by subsequent news
releases.
This information is information that the Company is obliged to
make public pursuant to the EU Market Abuse Regulation. The
information was submitted for publication, through the agency of
the contact persons set out above, at 3:30
pm Eastern Time on June 24,
2021.
CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS
Certain of the statements made and contained herein and
elsewhere constitute forward-looking statements as defined in
applicable securities laws. Generally, these forward-looking
statements can be identified by the use of forward-looking
terminology such as "expects", "anticipates", "believes",
"intends", "estimates", "potential", "possible" and similar
expressions, or statements that events, conditions or results
"will", "may", "could" or "should" occur or be achieved.
Forward-looking statements are based on the opinions and
estimates of management as of the date such statements are made,
including in respect to Lucara's ability to make future equity and
cash payments to the former shareholders of Clara and Clara's
founders, facilitators and management and the approval of the
Toronto Stock Exchange. These assumptions, opinion and estimates
are subject to a number of known and unknown risks, uncertainties
and other factors which may cause the actual results, performance
or achievements of the Company to be materially different from any
future results, performance or achievement expressed or implied by
such forward-looking statements. The Company believes that
expectations reflected in this forward-looking information are
reasonable, but no assurance can be given that these expectations
will prove to be accurate and such forward-looking information
included herein should not be unduly relied upon. In particular,
this release may contain forward looking information pertaining to
the payment of future consideration to the former shareholders of
Clara and its founders, facilitators and management and Lucara's
ability to make such payment and the approval of the Toronto Stock
Exchange.
There can be no assurance that such forward looking statements
will prove to be accurate, as the Company's results and future
events could differ materially from those anticipated in this
forward-looking information as a result of those factors discussed
in or referred to under the heading "Risks and Uncertainties" in
the Company's most recent Annual Information Form available at
http://www.sedar.com, as well as changes in general business and
economic conditions, changes in interest and foreign currency
rates, the supply and demand for, deliveries of and the level and
volatility of prices of rough diamonds, costs of power and diesel,
acts of foreign governments and the outcome of legal proceedings,
inaccurate geological and recoverability assumptions (including
with respect to the size, grade and recoverability of mineral
reserves and resources), and unanticipated operational difficulties
(including failure of plant, equipment or processes to operate in
accordance with specifications or expectations, cost escalations,
unavailability of materials and equipment, government action or
delays in the receipt of government approvals, industrial
disturbances or other job actions, adverse weather conditions, and
unanticipated events relating to health safety and environmental
matters).
Accordingly, readers are cautioned not to place undue reliance
on these forward-looking statements which speak only as of the date
the statements were made, and the Company does not assume any
obligations to update or revise them to reflect new events or
circumstances, except as required by law.
Sweden, Investor Relations
& Communications, +1 604 674 0272 | info@lucaradiamond.com;
Robert Eriksson, Investor Relations
& Public Relations, +46 701 112615 | reriksson@rive6.ch; UK
Public Relations, Charles Vivian /
Jos Simson, Tavistock, +44 79 772
97903| lucara@tavistock.co.uk