Canadian Orebodies Closes $1,174,000 Non-Brokered Private Placement
04 März 2020 - 12:00AM
Canadian Orebodies Inc. (the “Company”) (TSXV:CORE) is pleased to
announce that it has closed the non-brokered private placements
(the “Financing”) that were previously announced on January 10,
2020 and February 13, 2020. The Company raised aggregate gross
proceeds of $1,174,000 through the sale of 4,920,000 common shares
(the “Shares”) at a price of $0.10 per Share, 850,000 flow-through
common shares (the “FT Shares”) at a price of $0.12 per FT Share,
and 4,000,000 flow-through common shares (the “Premium FT Shares”)
at a price of $0.145 per Premium FT Share.
“We would like to thank all our shareholders for
their continued support, and in particular Northfield Capital
Corporation and O3 Mining Inc. for their backing in this financing.
We were pleased to raise more than our initial goal and look
forward to getting to work on the Hemlo projects,” said Fraser
Laschinger, Interim CEO & CFO.
The proceeds of the Financing will be used for
the exploration and advancement of the Company’s Hemlo area
properties, and for general corporate purposes. All securities to
be issued in connection with the Financing will be subject to a
hold period expiring on July 4, 2020. The Company paid cash
finders’ fees of $13,140 in connection with the Financing. The
Company obtained disinterested shareholder approval on February 26,
2020 for Northfield Capital Corporation and its joint actor, Mr.
Robert Cudney, to become a new “Control Person” of the Company (as
such term is defined in the TSX Venture Exchange Corporate Finance
Manual). Closing of the Financing is conditional upon the receipt
of all required regulatory approvals, including the final approval
of the TSX Venture Exchange.
Insiders of the Company, Northfield Capital
Corporation together with its joint actor, Mr. Robert Cudney, have,
directly or indirectly, subscribed for and acquired direction or
control over a total of 5,000,000 common shares under the
Financing, increasing their combination of direct or indirect
beneficial ownership of, and control or direction over issued and
outstanding common shares of the Company to approximately 24.75%.
Pursuant to Multilateral Instrument 61-101 – Protection of Minority
Security Holders in Special Transactions (“MI 61-101”), the private
placement of shares to insiders constitutes a “related party
transaction”. The transaction is exempt from the formal valuation
requirement in Section 5.4 of MI 61-101, pursuant to the exemption
in Subsection 5.5(a) of MI 61-101, respectively, as neither the
fair market value of the subject matter of, nor the fair market
value of the consideration for, the transaction, insofar as it
involves interested parties, exceeds 25% of the Company’s market
capitalization (as determined under MI 61-101). The transaction is
also exempt from the formal valuation requirement in Subsection 5.4
of MI 61-101 pursuant to the exemption in Subsection 5.5(b) of MI
61-101, as the Company is not listed on any of the markets
specified therein. This release and a material change report are
being filed less than 21 days before the closing date of the
Offering. This shorter period is reasonable and necessary in the
circumstances as Mr. Cudney's subscription was received less than
21 days before the closing date of the Offering.
This news release does not constitute an offer
to sell or a solicitation of an offer to sell any of the securities
in the United States. The securities have not been and will not be
registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act") or any state securities laws
and may not be offered or sold within the United States or to U.S.
Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
About Canadian Orebodies Inc.
Canadian Orebodies is a Canadian-based mineral
exploration company with a portfolio of properties in Ontario and
Nunavut. Canadian Orebodies is focused on generating shareholder
value through the advancement of its two Hemlo area projects: the
Pic Project and the North Limb.
For more information please contact:Fraser Laschinger, Interim
CEO & CFOCanadian Orebodies Inc.(416)
644-1747http://www.canadianorebodies.com
Forward-Looking Statements
Certain information set forth in this news
release may contain forward-looking statements that involve
substantial known and unknown risks and uncertainties, including,
but not limited to, exploration results, potential mineralization,
statements relating to mineral resources, and the Company’s plans
with respect to the exploration and development of its properties.
These forward-looking statements are subject to numerous risks and
uncertainties, certain of which are beyond the control of Canadian
Orebodies, including, but not limited to, the impact of general
economic conditions, industry conditions, volatility of commodity
prices, risks associated with the uncertainty of exploration
results and estimates, currency fluctuations, dependency upon
regulatory approvals, the uncertainty of obtaining additional
financing and exploration risk. Readers are cautioned that the
assumptions used in the preparation of such information, although
considered reasonable at the time of preparation, may prove to be
imprecise and, as such, undue reliance should not be placed on
forward-looking statements.
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