CSRNF - Canstar Announces Non-Brokered Private Placement with Lead Order from Eric Sprott
(TheNewswire)
Toronto, Ontario - TheNewswire – May 5, 2021 – CANSTAR RESOURCES INC.(TSXV:ROX ) & ( OTC:CSRNF) (“ Canstar” or the “Company ”) ispleased to announce a non-brokered privateplacement offering (the "Offering") for aggregate grossproceeds of up to $2,500,000 through the issuance of units of theCompany (the "Units") at a price of $0.19 per Unit. EachUnit will consist of one common share (“Common Share”) and onecommon share purchase warrant (“Warrant”). Each Warrant entitlesthe holder to acquire one Common Share at an exercise price of $0.25for a period of 24 months from the closing date of theOffering.
Mr. Eric Sprott has indicated his intention tosubscribe for approximately $2,000,000 of the Offering. As a result,Mr. Sprott is expected to hold an approximately 12.3% equity stake inthe Company on an undiluted basis upon closing of the Offering,assuming total gross proceeds of $2,500,000.
Rob Bruggeman, President & CEO of Canstar,commented: “We welcome Mr. Sprott as a strategic shareholder of theCompany. This is an exciting time for Canstar because this year’sexploration program at the Golden Baie Project will be the firstsignificant program with drilling on these claims in over a decade. The Golden Baie Project exhibits excellent potential to hostorogenic style gold mineralization, given its location along a majortectonic boundary that is associated with other new gold discoveriesin Newfoundland. Mr. Sprott’s recognition of the potential ofGolden Baie’s potential is a strong endorsement of Canstar and theGolden Baie Project.”
The proceeds from the Offering will be used forexploration on the Company’s Golden Baie Project and other mineralexploration properties in Newfoundland and general working capitalpurposes. The Offering is subject to certain conditions including, butnot limited to, the receipt of all necessary approvals including theapproval of the TSX Venture Exchange and the securities regulatoryauthorities. All securities issued and issuable pursuant to theOffering will be subject to a four month hold period.
It is expected that certain directors, officers andother insiders of the Company (collectively, the “ Insiders ”) willparticipate in the Offering. The participation of Insiders in theOffering constitutes a “related party transaction”, as such termsare defined by Multilateral Instrument 61-101 - Protection of MinoritySecurity Holders in Special Transactions (“ MI 61-101 ”). TheCompany is relying on an exemption from the formal valuationrequirements of MI 61-101 available on the basis of the securities ofthe Company not being listed on specified markets, including theToronto Stock Exchange, the New York Stock Exchange, the AmericanStock Exchange, the NASDAQ or certain overseas stock exchanges. TheCompany is also relying on the exemption from minority shareholderapproval requirements under MI 61-101 as the fair market value of theparticipation in the Offering by the Insiders does not exceed 25% ofthe market capitalization of the Company.
The securities offered have not been registered underthe U.S. Securities Act of 1933, as amended, and may not be offered orsold in the United States absent registration or an applicableexemption from the registration requirements. This press release shallnot constitute an offer to sell or the solicitation of an offer to buynor shall there be any sale of the 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-central Newfoundland. The Company also holdsthe Buchans-Mary March project and other mineral explorationproperties in Newfoundland. Canstar Resources isbased in Toronto, Canada, and is listed on the TSX Venture Exchangeunder the symbol ROX and trades on the OTCPK under the symbolCSRNF.
For further information, pleasecontact:
Rob Bruggeman P.Eng., CFA
President & CEO
Email: rob@canstarresources.com
Phone: 1-416-884-3556
Forward-Looking Statements
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 ofhistorical facts. Forward looking statements include estimates andstatements that describe the Company’s future plans, objectives orgoals, including words to the effect that the Company or managementexpects a stated condition or result to occur. Forward lookingstatements may be identified by such terms as “believes”,“anticipates”, “expects”, “estimates”, “may”,“could”, “would”, “will”, or “plan”. Sinceforward-looking statements are based on assumptions and address futureevents and conditions, by their very nature they involve inherentrisks and uncertainties. Although these statements are based oninformation currently available to the Company, the Company providesno assurance that actual results will meet management’sexpectations. Risks, uncertainties and other factors involved withforward-looking information could cause actual events, results,performance, prospects and opportunities to differ materially fromthose expressed or implied by such forward-looking information.Forward looking information in this news release includes, but is notlimited to, the Company’s objectives, goals or future plans,statements, exploration results, potential mineralization, theestimation of mineral resources, exploration and mine developmentplans, timing of the commencement of operations and estimates ofmarket conditions, as well as the anticipated size of the Offering,the Offering price, the anticipated closing date and the completion ofthe Offering, the anticipated use of the net proceeds from theOffering and the receipt of all necessary approvals. Factors thatcould cause actual results to differ materially from suchforward-looking information include, but are not limited to failure toidentify mineral resources, failure to convert estimated mineralresources to reserves, the inability to complete a feasibility studywhich recommends a production decision, the preliminary nature ofmetallurgical test results, delays in obtaining or failures to obtainrequired governmental, environmental or other project approvals,political risks, inability to fulfill the duty to accommodate FirstNations and other indigenous peoples, uncertainties relating to theavailability and costs of financing needed in the future, changes inequity markets, 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 complete the Offering on the terms or on the timeline asannounced or at all, an inability to predict and counteract theeffects of COVID-19 on the business of the Company, including but notlimited to the effects of COVID-19 on the price of commodities,capital market conditions, restriction on labour and internationaltravel and supply chains, and those risks set out in the Company’spublic documents filed on SEDAR. Although the Company believes thatthe assumptions and factors used in preparing the forward-lookinginformation in this news release are reasonable, undue reliance shouldnot be placed on such information, which only applies as of the dateof this news release, and no assurance can be given that such eventswill occur in the disclosed time frames or at all. The Companydisclaims any intention or obligation to update or revise anyforward-looking information, whether as a result of new information,future events or otherwise, other than as required by law.
NOT FORDISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATIONIN THE UNITED STATES
Copyright (c) 2021 TheNewswire - All rights reserved.