Not for distribution to United States newswire services or for release publication, distribution or dissemination, directly or indirectly, in whole or in part, in or into the United States.TORONTO, Sept. 03, 2025 (GLOBE NEWSWIRE) -- Voyageur Mineral Explorers Corp. (CSE:VOY) ("Voyageur" or the "Company") and Evolve Strategic Element Royalties Inc. ("Evolve") are pleased to announce that further to their press release dated August 27, 2025 announcing their proposed business combination (the "Business Combination"), Evolve intends to complete a private placement of subscription receipts for gross proceeds of approximately $20 million. Existing shareholders, management and affiliates of Evolve intend to subscribe for up to $9 million of the private placement.The OfferingEvolve has entered into an engagement letter with Canaccord Genuity Corp. ("Canaccord") and Stifel Nicolaus Canada Inc. ("Stifel") to act as co-lead agents, on their own behalf and on behalf of a syndicate of agents (collectively, the "Agents"), in connection with an offering of subscription receipts (the "Subscription Receipts") at a price of $0.80 per Subscription Receipt (the "Offering Price") for gross proceeds of approximately $20 million (the "Evolve Offering"). The Evolve Offering will be conducted on a "best efforts" private placement basis.Evolve has also granted the Agents an option (the "Agents' Option") to sell up to such number of additional Subscription Receipts as is equal to 15% of the number of Subscription Receipts sold under the Evolve Offering at the Offering Price. The Agents' Option shall be exercisable, in whole or in part, at any time up to closing of the Evolve Offering.Upon closing of the Evolve Offering, the gross proceeds of the Evolve Offering, less certain payments to the Agents on account of their expenses and partial commission, shall be held in escrow until certain conditions are met, including receipt of the conditional approval from the Canadian Securities Exchange ("CSE") and the satisfaction of all conditions to closing of the Business Combination. Each Subscription Receipt shall be automatically exchanged for, without payment of any additional consideration and without further action on the part of the holder thereof, one common share of Evolve upon satisfaction of the escrow release conditions within 90 days of closing of the Evolve Offering (the "Subscription Receipt Shares"). Upon closing of the Business Combination, all Evolve shares, including the shares issuable upon conversion of the Subscription Receipts, shall be exchanged for common shares of Voyageur, which will be renamed "Evolve Royalties Ltd." following the closing of the Business Combination (the "Resulting Issuer"), based on the exchange ratio of 0.285 common shares of the Resulting Issuer for each Subscription Receipt Share held (which reflects a consolidation of Voyageur's common shares (being a 4 to 1 consolidation ratio of the Voyageur common shares prior to the Business Combination. If the Voyageur consolidation is not completed prior to the Business Combination, then the applicable exchange ratio shall ...Full story available on Benzinga.com