Radisson Mining Resources Inc. (TSX-V: RDS, OTCQB:
RMRDF) (“
Radisson” or the
“
Company”) is pleased to announce that, due to
continuing strong demand, its previously announced and
oversubscribed private placement (the “
Offering”)
has been upsized for aggregate gross proceeds of C$7,000,000. The
proceeds of the Offering will be used to advance the exploration
and development of the Company’s O'Brien Gold Project
(“
O’Brien” or the “
Project”)
located in the Abitibi region of Québec.
Matt Manson, President and CEO, commented: “We
are very grateful for the strong support shown by our existing
shareholders and new institutional shareholders for this
non-brokered private placement, which was well over-subscribed and
upsized twice. During September, we reported very encouraging
high-grade drill results from depth at the O’Brien Gold Project,
with implications for future project growth below the level of the
current Mineral Resource. We also entered into a Memorandum of
Understanding with IAMGOLD Corporation to assess the design
criteria for processing mined material from O’Brien at the nearby
Doyon gold mill. The proceeds from this financing will allow for a
vigorous exploration program in 2025, as well as important programs
of metallurgical, engineering, and economic evaluation, all with a
view to future Project development. Currently, two drill rigs are
active at the Project, and ongoing drill results will be reported
as they become available.”
The Offering will include the sale of the
following securities (collectively, the
“Securities”):
- Units of the Company (the
“Units”) consisting of one Class A common share
(“Common Share”) and one-half of one Common Share
purchase warrant (each whole warrant, a “Warrant”)
at a price of C$0.27 per Unit; each Warrant will be exercisable for
a period of 24 months following the closing date at a price of
C$0.37 per underlying Class A common share.
- Class A shares of
the Company (the “QFT Shares”) which shall each
qualify as a "flow-through share" as defined in subsection 66(15)
of the Income Tax Act (Canada) (“ITA”) and section
359.1 of the Taxation Act (Québec) (the “Québec Tax
Act”), at a price of C$0.36 per QFT Share.
- Units of the Company (the
“Charity FT Units”) consisting of one Charity
flow-through share and (the “CFT Shares”) one-half
of one Warrant to be sold on a charitable flow-through basis at a
price of C$0.47 per Charity FT Unit; each Warrant will be
exercisable for a period of 24 months following the closing date at
a price of C$0.37 per underlying Class A common share.
- Class A shares of
the Company (the “NFT Shares”) which shall each
qualify as a "flow-through share" as defined in subsection 66(15)
of the Income Tax Act (Canada) (“ITA”), at a price
of C$0.32 per NFT Share.
The gross proceeds received by the Corporation
from the sale of the QFT Shares, CFT Shares and NFT Shares,
together the (“FT Shares”) will be used to incur
Canadian Exploration Expenses (“CEE”) that are
“flow-through mining expenditures” (as such terms are defined in
the Income Tax Act (Canada)) on the O’Brien gold project in the
Province of Québec, which will be renounced to the subscribers with
an effective date no later than December 31, 2024, in the aggregate
amount of not less than the total amount of the gross proceeds
raised from the issue of FT Shares. For purchasers of QFT Shares
and CFT Shares resident in the Province of Québec, 10% of the
amount of CEE will be eligible for inclusion in the deductible
“exploration base relating to certain Québec exploration expenses”
and 10% of the amount of the expenses will be eligible for
inclusion in the deductible “exploration base relating to certain
Québec surface mining exploration expenses” (as such terms are
defined in the Taxation Act (Québec), respectively) giving rise to
an additional 20% deduction for Québec tax purposes.
A finder’s fee may apply to a portion of the
proceeds raised under the Offering in the amount of up to 6% cash
and 6% finders’ warrants.
Closing of the Offering
The closing of the Offering is expected to occur
on or about October 17, 2024 and is subject to receipt of all
necessary regulatory approvals including the acceptance of the
Offering by the TSX Venture Exchange. All securities issued
pursuant to the Offering will be subject to a four month hold
period from the date of issue.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy the securities
described herein in the United States. The securities described
herein have not been and will not be registered under the United
States Securities Act of 1933, as amended, and may not be offered
or sold in the United States or to the account or benefit of a U.S.
person absent an exemption from the registration requirements of
such Act.
It is anticipated that one or more directors
will acquire Securities under the Offering. Any such participation
will be considered a “related party transaction” as defined under
Multilateral Instrument 61-101 (“MI 61-101”). It
is anticipated that the transaction will be exempt from the formal
valuation and minority shareholder approval requirements of MI
61-101 based on a determination that the securities of the Company
are listed on the TSXV and that the fair market value of the
Offering, insofar as it involves interested parties, will not
exceed 25% of the market capitalization of the Company.
Radisson Mining Resources Inc.
Radisson is a gold exploration company focused
on its 100% owned O’Brien Gold Project, located in the
Bousquet-Cadillac mining camp along the world-renowned
Larder-Lake-Cadillac Break in Abitibi, Québec. The
Bousquet-Cadillac mining camp has produced over 25 million ounces
of gold over the last 100 years. The Project hosts the former
O’Brien Mine, considered to have been Québec’s highest-grade gold
producer during its production. Indicated Mineral Resources are
estimated at 0.50 million ounces (1.52 million tonnes at 10.26 g/t
Au), with additional Inferred Mineral Resources estimated at 0.45
million ounces (1.62 million tonnes at 8.64 g/t Au). Please see the
NI 43-101 “Technical Report on the O’Brien Project, Northwestern
Québec, Canada” effective March 2, 2023, Radisson’s Annual
Information Form for the year ended December 31, 2023 and other
filings made with Canadian securities regulatory authorities
available at www.sedar.com for further details and assumptions
relating to the O’Brien Gold Project.
For more information on Radisson, visit our website at
www.radissonmining.com or contact:
Matt MansonPresident and
CEO416.618.5885mmanson@radissonmining.com
Kristina PillonManager, Investor
Relations604.908.1695kpillon@radissonmining.com
Forward-Looking Statements
This news release contains "forward-looking
information" within the meaning of the applicable Canadian
securities legislation that is based on expectations, estimates,
projections, and interpretations as at the date of this news
release. Forward-looking statements including, but are not limited
to, statements with respect to the closing of the Offering, the
planned and ongoing drilling, the significance of drill results,
the ability to continue drilling, the impact of drilling on the
definition of any resource, the ability to incorporate new drilling
in an updated technical report and resource modelling, the
Company's ability to grow the O’Brien project and the ability to
convert inferred mineral resources to indicated mineral resources.
Any statement that involves discussions with respect to
predictions, expectations, interpretations, beliefs, plans,
projections, objectives, assumptions, future events or performance
(often but not always using phrases such as "expects", or "does not
expect", "is expected", "interpreted", "management's view",
"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 information and are
intended to identify forward-looking information. Except for
statements of historical fact relating to the Company, certain
information contained herein constitutes forward-looking statements
Forward-looking information is based on estimates of management of
the Company, at the time it was made, involves known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance or achievements of the companies to be
materially different from any future results, performance or
achievements expressed or implied by such forward-looking
information. Such factors include, among others, risks relating to
the drill results at O’Brien; the significance of drill results;
the ability of drill results to accurately predict mineralization;
the ability of any material to be mined in a matter that is
economic. Although the forward-looking information contained in
this news release is based upon what management believes, or
believed at the time, to be reasonable assumptions, the parties
cannot assure shareholders and prospective purchasers of securities
that actual results will be consistent with such forward-looking
information, as there may be other factors that cause results not
to be as anticipated, estimated or intended, and neither the
Company nor any other person assumes responsibility for the
accuracy and completeness of any such forward-looking information.
The Company believes that this forward-looking information is based
on reasonable assumptions, but no assurance can be given that these
expectations will prove to be correct and such forward-looking
statements included in this press release should not be unduly
relied upon. The Company does not undertake, and assumes no
obligation, to update or revise any such forward-looking statements
or forward-looking information contained herein to reflect new
events or circumstances, except as may be required by law. These
statements speak only as of the date of this news release.
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 news release. No stock exchange,
securities commission or other regulatory authority has approved or
disapproved the information contained herein.
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