CSRNF - Canstar Announces Non-Brokered Private Placement Financing
(TheNewswire)
Toronto, Ontario - TheNewswire – November 15, 2021 – CANSTARRESOURCES INC. (TSXV:ROX ) & ( OTC:CSRNF) (“Canstar” or the"Company"), is pleased to announce its intention to completea non-brokered private placement financing (the “Offering”) fortotal gross proceeds of up to $6.0 million, consisting of up to11,112,000 flow-through units (“FT Units”) of the Company at aprice of $0.315 per FT Unit (the “FT Issue Price”) and up to6,411,000 FT Units at a price of $0.39 per FT Unit (the “Premium FTIssue Price”). The Company reserves the right to increase the sizeof the Offering, subject to the approval of the TSX Venture Exchange(the “Exchange”).
Each FT Unit shall be comprised of one common share ofthe Company that will qualify as a “flow-through share” (withinthe meaning of subsection 66(15) of the Income Tax Act (Canada)) (a “FT Share”) and one half of one common sharepurchase warrant (each whole warrant a “Warrant”).
Each Warrant shall entitle the holder to purchase onecommon share of the Company at an exercise price of $0.42 for a periodof 24 months following the closing of the Offering.
The Company will use an amount equal to the grossproceeds received by the Company from the sale of the FT Units,pursuant to the provisions in the Income Tax Act (Canada)(the “Tax Act”), to incur eligible "Canadianexploration expenses" that qualify as "flow-through miningexpenditures" as both terms are defined in the Income Tax Act (Canada) (the "Qualifying Expenditures") on or beforeDecember 31, 2022, and to renounce all the Qualifying Expenditures infavour of the subscribers of the FT Units effective December 31,2021. The Company intends to use such proceedsprimarily on the Golden Baie property, located in south Newfoundland,and the Buchan’s-Mary March property in central Newfoundland.
In connection with the Offering, the company may payfinders’ fees in cash or securities, or a combination of both, aspermitted by the policies of the Exchange. The Offering is subject tothe receipt of all required regulatory approvals including theapproval of the Exchange. All securities issued and issuable pursuantto the Offering will be subject to a hold period of four months andone day from the date of issuance.
The securities have not been, and will not be,registered under the Unites States Securities Act of 1933, as amended(the “U.S. Securities Act”), or any U.S. state security laws, andmay not be offered or sold in the Unites States without registrationunder the U.S. Securities Act and all applicable state securities lawsor compliance with requirements of an applicable exemption therefrom.This press release shall not constitute an offer to sell or thesolicitation of an offer to buy securities in the Unites States, norshall there be any sale of these securities in any jurisdiction inwhich such offer, solicitation or sale would be unlawful.
About Canstar Resources Inc.
Canstar is focused on the discovery and development ofeconomic mineral deposits in Newfoundland and Labrador, Canada.Canstar has an option to acquire a 100% interest in the Golden BaieProject, a large claim package (62,175 hectares) with recentlydiscovered, multiple outcropping gold occurrences on a majorstructural trend in south Newfoundland. The Company also holds theBuchans-Mary March project and other mineral exploration properties inNewfoundland. Canstar Resources is based in Toronto, Canada, and islisted on the TSX Venture Exchange under the symbol ROX and trades onthe OTCPK under the symbol CSRNF.
For further information, pleasecontact:
Rob Bruggeman, President & CEO
Email: rob@canstarresources.com
Phone: 1-647-247-8715
Website: www.canstarresources.com
Cautionary Statement
Neither TSX Venture Exchange nor itsRegulation Services Provider (as that term is defined in the policiesof the TSX Venture Exchange) accepts responsibility for the adequacyor accuracy of this release.
This News Release includes certain“forward-looking statements” which are not comprised of historicalfacts. Forward looking statements include estimates and statementsthat describe the Company’s future plans, objectives or goals,including words to the effect that the Company or management expects astated condition or result to occur. Forward looking statements may beidentified by such terms as “believes”, “anticipates”,“expects”, “estimates”, “may”, “could”, “would”,“will”, or “plan”. Since forward-looking statements are basedon assumptions and address future events and conditions, by their verynature they involve inherent risks and uncertainties. Although thesestatements are based on information currently available to theCompany, the Company provides no assurance that actual results willmeet management’s expectations. Risks, uncertainties and otherfactors involved with forward-looking information could cause actualevents, results, performance, prospects and opportunities to differmaterially from those expressed or implied by such forward-lookinginformation. Forward looking information in this news releaseincludes, but is not limited to, the Company’s objectives, goals orfuture plans, statements, exploration results, potentialmineralization, the estimation of mineral resources, exploration andmine development plans, timing of the commencement of operations andestimates of market conditions. Factors that could cause actualresults to differ materially from such forward-looking informationinclude, but are not limited to failure to identify mineral resources,failure to convert estimated mineral resources to reserves, theinability to complete a feasibility study which recommends aproduction decision, the preliminary nature of metallurgical testresults, delays in obtaining or failures to obtain requiredgovernmental, environmental or other project approvals, politicalrisks, inability to fulfill the duty to accommodate First Nations andother indigenous peoples, uncertainties relating to the availabilityand costs of financing needed in the future, changes in equitymarkets, inflation, changes in exchange rates, fluctuations incommodity prices, delays in the development of projects, capital andoperating costs varying significantly from estimates and the otherrisks involved in the mineral exploration and development industry, aninability to predict and counteract the effects of COVID-19 on thebusiness of the Company, including but not limited to the effects ofCOVID-19 on the price of commodities, capital market conditions,restriction on labour and international travel and supply chains, andthose risks set out in the Company’s public documents filed onSEDAR. Although the Company believes that the assumptions and factorsused in preparing the forward-looking information in this news releaseare reasonable, undue reliance should not be placed on suchinformation, which only applies as of the date of this news release,and no assurance can be given that such events will occur in thedisclosed time frames or at all. The Company disclaims any intentionor obligation to update or revise any forward-looking information,whether as a result of new information, future events or otherwise,other than as required by law.
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