https://mailchi.mp/34c3156bb9c1/zentek-announces-c20-million-bought-deal-public-offering-and-c125-million-non-brokered-private-placement

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Zentek Announces C$20 Million Bought Deal Public Offering and C$12.5 Million Non-Brokered Private Placement

Guelph, ON

November 16, 2021

Zentek Ltd. ("ZEN" or the "Company") (TSX-V:ZEN and OTC:ZENYF) a Canadian, IP development and commercialization company focused on next-gen healthcare solutions announces that it has entered into an agreement with Eight Capital as lead underwriter and sole bookrunner on behalf of a syndicate of underwriters (collectively, the “Underwriters”), pursuant to which the Underwriters have agreed to purchase on a bought deal basis 3,419,000 common shares of the Company (the “Common Shares”), at a price of C$5.85 per Common Share (the “Offering Price”) for gross proceeds of approximately C$20.0 million (the “Brokered Offering”). The Company has granted the Underwriters an option (the “Over-Allotment Option”) to purchase up to an additional 15% of the Common Shares of the Offering on the same terms exercisable at any time up to 30 days following the closing of the Brokered Offering, for market stabilization purposes and to cover over-allotments, if any. 

In addition, the Company intends to complete a concurrent non-brokered private placement of 2,137,000 Common Shares at the Offering Price to certain shareholders for aggregate gross proceeds of approximately $12.5 million (the “Concurrent Private Placement”, and collectively with the Brokered Offering, the “Offerings”). The Common Shares issuable pursuant to the Concurrent Private Placement will be on the same terms as those issuable pursuant to the Offering.

The net proceeds from the Offerings will be used for capital expenses, research and development, acceleration of business growth opportunities and working capital.

Closing of the Offerings is expected to occur on or about December 8, 2021 and is subject to regulatory approval, including that of the TSX Venture Exchange.
The Common Shares to be issued under the Offering will be offered by way of a short form prospectus in each of the Provinces of Canada, except Quebec, and may be offered in the United States on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws, and certain other jurisdictions outside of Canada and the United States.

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 prior to registration or qualification under the securities laws of any such jurisdiction. This press release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements.