12 Exploration Inc. (CSE: TWLV), doing business as 79North, (the
“
Corporation” or “
79North”) is
pleased to announce that common shares of the Corporation (the
“
Common Shares”) will commence trading today on
the Canadian Securities Exchange (the “
CSE”) under
the symbol “TWLV”.
The Corporation is led by a team with extensive
mineral exploration expertise and a track record of discoveries and
exits in South America and globally. The Corporation currently
holds an indirect interest in mineral concessions in northern
Suriname (formerly Dutch Guiana), and aims to become the premier
junior exploration company in this underexplored district of the
prolific Guiana Shield. The Corporation’s strategically located
land package is located in close proximity to both the Merian Gold
Mine of Newmont Corporation and the Rosebel Gold Mine of Iamgold
Corporation which have a substantial gold production history. The
Corporation’s growing portfolio of high-quality targets which have
not undergone modern exploration or drilling have a long history of
artisanal mining and are strategically located within close
proximity to modern gold mines operated by major mining
companies.
“Our public listing is a significant milestone
for us as we continue to grow our portfolio of high-quality gold
exploration projects in Suriname. The Nassau Gold Project has had
more than a century of artisanal gold mining and is in the same
sequence of gold-bearing rocks that contain the Merian Gold Mine of
Newmont Corporation and the Rosebel Gold Mine of Iamgold
Corporation. In spite of this, there has not been sustained modern
gold exploration or diamond drilling at the Nassau Gold Project,”
stated Jon North, President, CEO and Chairman of 79North.
Subscription Receipt
Financing
As previously announced, the Corporation
completed non-brokered private placements, resulting in the sale of
an aggregate of 30,481,655 subscription receipts for aggregate
gross proceeds of approximately C$4,572,250 million (the
“Offering”). The proceeds from the Offering were
placed into escrow on completion of the Offering and have now been
released from escrow to the Corporation less certain transaction
fees and expenses. The net proceeds from the Offering will be used
to fund exploration and development of 79North’s Nassau gold
project, the acquisition of additional gold projects, and for
general corporate purposes.
Other Corporate Matters
The Corporation announces the grant of an
aggregate of 3,500,000 incentive stock options exercisable at
CAD$0.15 until June 16, 2025 pursuant to the Corporation’s stock
option plan. The Corporation also announces that it has entered
into an agreement with General Research GmbH to provide investor
relations services for a monthly fee of €6,250 for a term of one
year, subject to extension at the Corporation’s option.
Early Warning
In connection with the previously announced
acquisition by the Corporation of 79North Ltd. on June 12, 2020
(the “Transaction”), Jon North, who is the
Chairman, President and Chief Executive Officer of the Corporation,
acquired ownership and control of 8,166,666 Common Shares. Mr.
North also has ownership of 166,666 share purchase warrants and
1,000,000 options (issued on June 16, 2020), each providing Mr.
North with a right to acquire additional Common Shares subject to
such options vesting over a two year period (one third of the
options vest on the grant date, one third of the options vest on
the first anniversary of the grant date, and the remaining one
third of the options granted vest on the second anniversary of the
grant date). Assuming no exercise of convertible securities, Mr.
North holds approximately 9.51% of the outstanding Common Shares on
an undiluted basis and approximately 10.72% of the outstanding
Common Shares on a partially-diluted basis. Prior to the
Transaction, Mr. North did not own, control or direct any
securities of the Corporation.
The Common Shares were acquired in connection
with the Transaction in exchange for Mr. North’s existing common
shares of 79North Ltd. The Common Shares and the Warrants held by
Mr. North are subject to an escrow agreement pursuant to which Mr.
North will only be able to transact in such Common Shares and
Warrants in accordance with a release schedule over a three-year
period following the date of the Transaction. Mr. North may acquire
additional securities either on the open market or through private
acquisitions and Mr. North may sell the securities either on the
open market or through private dispositions in the future depending
on market conditions, reformulation of plans and/or other relevant
factors, in each case in accordance with applicable securities
laws.
The head office of the Corporation is located at
82 Richmond Street East Toronto, Ontario M5C 1P1.
This portion of this new release is issued
pursuant to National Instrument 62-103 – The Early Warning System
and Related Take-Over Bid and Insider Reporting Issues, which also
requires an early warning report to be filed on SEDAR
(www.sedar.com) containing additional information with respect to
the foregoing matters. A copy of the related early warning report
may be obtained on the Corporation’s SEDAR profile. Mr. North can
be contacted at 82 Richmond Street East Toronto, Ontario M5C 1P1,
tel: 416 786-6348.
Further Information
For further information, please contact:
Jon North, President and Chief Executive Officer
12 Exploration Inc.
Telephone: |
(416)
786-6348 |
Email: |
jon@79north.ca |
Forward Looking Statements
This news release contains “forward-looking
information” and “forward-looking statements” (collectively,
“forward-looking statements”) within the meaning of the applicable
Canadian securities legislation. All statements, other than
statements of historical fact, are forward-looking statements and
are based on expectations, estimates and projections as at the date
of this news release. Any statement that involves discussions with
respect to predictions, expectations, beliefs, plans, projections,
objectives, assumptions, future events or performance (often but
not always using phrases such as “expects”, or “does not expect”,
“is expected”, “anticipates” or “does not anticipate”, “plans”,
“budget”, “scheduled”, “forecasts”, “estimates”, “believes” or
“intends” or variations of such words and phrases or stating that
certain actions, events or results “may” or “could”, “would”,
“might” or “will” be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking
statements. Forward-looking statements are necessarily based upon a
number of estimates and assumptions that, while considered
reasonable, are subject to known and unknown risks, uncertainties,
and other factors which may cause the actual results and future
events to differ materially from those expressed or implied by such
forward-looking statements. Such factors include, but are not
limited to: regulatory approvals and general business, economic,
competitive, political and social uncertainties. There can be no
assurance that such statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not
place undue reliance on the forward-looking statements and
information contained in this news release. Except as required by
law, 12Ex assumes no obligation to update the forward-looking
statements of beliefs, opinions, projections, or other factors,
should they change, except as required by law.
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