The company announced a private placement of 5,312,500 Flow-Through Units (FT Units) at a price of $0.08 per FT Unit for aggregate gross proceeds of $425,000. The FT Units are convertible into common shares for a period of thirty-six months at a price of $0.12. The Warrants and the underlying Warrant Shares will not qualify as 'flow-through shares' under the Tax Act.
Closing of the Offering is subject to certain customary conditions, including final approval of the TSX Venture Exchange, and all of the securities issued under the Offering will be subject to a four-month and one-day statutory hold period, along with a 15-month contractual hold period. The Company did not pay any finder's fees in cash or securities under the Offering. The Company will use the aggregate gross proceeds from the FT Shares underlying the FT Units for Canadian exploration expenses that are 'flow-through critical mineral mining expenditures'. The issuance of 375,000 FT Units, in aggregate, to Sean Samson, President, CEO, and a director of the Company constitutes a 'related party transaction'. Pursuant to Sections 5.5(a) and 5.7(1)(a) of MI 61-101, the Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements, respectively, as neither the fair market value of the FT Units nor the consideration for such FT Units, insofar as it involves the insider, exceeds 25 percent of the Company's market capitalization. The securities have not been registered under the U.S. Securities Act of 1933, or any applicable state securities laws and may not be offered or sold to, or for the account or benefit of, persons in the United States or 'U.S. persons,' as such term is defined in Regulation S promulgated under the U.S. Securities Act, absent registration or an exemption from such registration requirements
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