1844 announces the closing of a private placement without intermediary

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SASKATOON, Saskatchewan, December 30, 2021 (GLOBE NEWSWIRE) – 1844 RESSOURCES inc. (TSX-V: EFF) (the “Society” Where “1844“) is pleased to announce, following its press release dated December 14, 2021, that it has closed its non-intermediary private placement (the”Private placement“) of 2,260,000 units (the “Units”) At a price of $ 0.065 per unit for gross proceeds of $ 146,900.

Each unit is made up of one ordinary share in the capital of the Company (each, a “To share“) and half a non-transferable share subscription warrant (each, a”To guarantee“). Each entire Warrant will allow its holder to purchase one additional Share in the capital of the Company (each, a “Warrant share”) For a period of 18 months from the closing date at an exercise price of $ 0.075 per warrant share.

Certain insiders of the Company participated in the offer and subscribed a total of 1,200,000 units, which constitute “related party transactions” within the meaning of Multilateral Standard 61-101 – Protection of holders of minority securities in special transactions (“MI 61-101“). The President of the Company subscribed 1,000,000 units, financing his subscription through an arranged sale through the TSX Venture Exchange (“TSX-V“) (Gypsy Exchange). Such participation is exempt from the formal requirements for minority shareholder assessment and approval of NI 61-101, as neither the fair market value of the units acquired by the insider nor the consideration for shares paid by this insider do not exceed 25% of the Company’s capital.

The Company intends to use the proceeds of the private placement for administration and other general working capital.

The private placement has been completed pursuant to available exemptions from the prospectus requirements of applicable securities legislation and is subject to all necessary regulatory approvals, including acceptance by the TSX Venture Exchange. All the securities issued within the framework of the Private Placement, as well as the shares that may be issued upon exercise of the BSA, are subject to a legal holding period expiring on May 1, 2022.

None of the securities issued under the private placement have been or will be registered under the United States Securities Act of 1933, as amended (the “Law of 1933“), and none of them may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act. This press release does not constitute an offer to sell or a solicitation of an offer to buy and there will be no sale of securities in any State where such an offer, solicitation or sale would be illegal.

About 1844 Resources Inc .: 1844 is an exploration company specializing in strategic and energetic metals and under-explored “Gaspé, Chibougamau Quebec” regions. With a dedicated management team, the Company’s objective is to create shareholder value through the discovery of new deposits.

1844 RESOURCES INC.

(sign) “Sylvain Laberge

Sylvain Laberge
President and CEO
514.702.9841
Slaberge @ 1844 ressources.com

FORWARD-LOOKING INFORMATION

Some of the statements contained in this press release are forward-looking statements and information within the meaning of applicable securities laws, including, but not limited to, statements regarding the 1844 plans, the private placement and the product use. Forward-looking statements and information may be identified by the use of words such as “expects”, “intends”, “is expected”, “possible”, “suggests” or variations of these words or phrases, or statements that certain actions, events, or results “may”, “could”, “should”, “would”, “could” or “would” be taken, occur or be achieved. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond the control of the Company. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this press release. Therefore, readers should not place undue reliance on forward-looking statements. The Company assumes no obligation to publicly update or otherwise revise forward-looking statements, except as required by law.

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


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