CALGARY, AB, Nov. 2, 2023 /CNW/ - Avanti Helium Corp. (TSXV: AVN) (OTC: ARGYF) ("Avanti" or the "Company"), is pleased to announce that it has commenced an overnight marketed best efforts public offering (the "Offering") of units (the "Units") of the Company, seeking to raise gross proceeds of approximately $3 million. Each Unit will be comprised of one common share of the Company and one-half of one common share purchase warrant (a "Warrant"). The number of Units to be distributed, the price of each Unit, and the exercise price of each Warrant will be determined in the context of the market with final terms to be determined at the time of pricing.

The Offering will be conducted pursuant to the terms and conditions of an agency agreement to be entered into between the Company and Canaccord Genuity as lead agent and sole bookrunner on behalf of a syndicate of agents.

The Offering will be conducted pursuant to the Company's Canadian base shelf prospectus dated November 23, 2022 (the "Base Shelf Prospectus"). A prospectus supplement (the "Prospectus Supplement") relating to the Offering will be filed in each of the provinces of Canada, except the Province of Quebec. Copies of the Prospectus Supplement and accompanying Base Shelf Prospectus will be available under the Company's profile on SEDAR at www.sedar.com.

Certain directors and officers of the Company are expected to participate in the Offering. Such participation would be considered to be a "related party transaction" as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Offering will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.

The net proceeds from the Offering will be used by the Company to fund further development of the Company's Greater Knappen, Montana helium exploration and development project and for general corporate purposes.

The Units will be offered in the United States on a private placement basis to a limited number of "accredited investors" pursuant to available exemptions from the registration requirements of the United States Securities Act of 1933, as amended, and outside of Canada and the United States on a private placement or equivalent basis.

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 the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements thereunder.

The Offering is subject to the acceptance of the TSX Venture Exchange.

Avanti Helium is focused on the exploration, development, and production of helium across western Canada and the United States. Avanti's professional oil and gas exploration and production team is actively targeting helium trapped in structures to help meet the increasing global demand for an irreplaceable and scarce element critical to advanced technology, medical and space exploration industries. For more information, please go to the Company's website at www.avantihelium.com.

The information set forth in this news release contains forward-looking statements that are based on assumptions as of the date of this news release. These statements reflect management's current estimates, beliefs, intentions, and expectations. They are not guarantees of future performance. The Company cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, many of which are beyond the Company's control. Such factors include, among other things: risks and uncertainties relating to the Company's limited operating history and the need to comply with environmental and governmental regulations. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions, and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.