Scarborough, Western Australia � June 23, 2017 � West African Resources Limited (ASX, TSX-V: WAF or the �Company� or �West African�) is pleased to announce that it has entered into an agreement with Sprott Capital Partners to act as lead underwriter (the �Lead Underwriter�), on its own behalf and, if applicable, on behalf of a syndicate of underwriters (collectively with the Lead Underwriter, the �Underwriters�), pursuant to which the Underwriters have agreed to purchase for resale, on a bought deal private placement basis, 46,875,000 ordinary shares (the �Shares�) of West African at a price of C$0.32 per Share for gross proceeds to West African of C$15,000,000. The Underwriters, in consultation and agreement with the Company, will have the option, up to the closing date, to increase the offering and to acquire up to an additional 7,031,250 Shares for additional gross proceeds of C$2,250,000 (the �Underwriters� Option�). If the Underwriters� Option is exercised in full, the total gross proceeds to West African will be C$17,250,000.
The Offering will take place by way of a private placement to accredited investors in such provinces of Canada as the Underwriters may designate, and otherwise in those jurisdictions where the Offering can lawfully be made on a private placement basis. All securities issued under the Offering will be subject to a four month hold period from the date of issue in accordance with applicable securities laws in Canada, and potentially additional restrictions under the laws of other jurisdictions in which the Offering may be made. Closing of the Offering is subject to satisfaction of certain conditions including receipt of applicable regulatory approvals including approval of the TSXV.
In connection with the Offering, the Underwriters will be entitled to a cash fee in an amount equal to 6.0% of the gross proceeds of the Offering, to be paid at closing. As additional consideration, the Company will grant to the Underwriters non-transferable share purchase warrants (the �Broker Warrants�) entitling the Underwriters to purchase that number of Shares as is equal to 2.0% of the aggregate number of Shares sold in the Offering. Subject to regulatory approval, each Broker Warrant, which will be unlisted, will be exercisable to acquire one Share at a price equal to $0.32 for a period of 24 months after the closing of the Offering.
The gross proceeds received by the Company from the sale of the Shares are intended to be used to advance the Sanbrado Gold Project, Burkina Faso.. This includes on-going exploration drilling on the property, advancement of an updated resource study, revised feasibility study as well as for general corporate and working capital purposes. The Shares, which will be listed on the TSX-V, will be issued within the Company�s placement capacity pursuant to ASX Listing Rule 7.1.
The Offering is scheduled to close on July 19, 2017 or such other date or dates as the Company and the Lead Underwriter may agree.
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