(TheNewswire)
Vancouver, BC - TheNewswire - April 04,2023 - EGR ExplorationLtd. (TSX-V:EGR) (" EGR " or the" Company ") ispleased to announce a non-brokered private placement of 8 millionunits of the Company (the " Units ") at a price of C$0.11 per Unit and 8 millionflow-through units of the Company (the " Flow-Through Units ") at a priceof C$0.14 per Flow-Through Unit for gross proceeds to the Company ofup to C$2.0 million (the " Offering "). Each Unit shall consist of one common shareof the Company (each, a " CommonShare ") and one half of one Common Share purchase warrant(each whole warrant, a " Warrant "). And each Flow-Through Unit shall consist ofone flow-through common share of the Company (each, a " Flow-Through Share ") and a halfWarrant. Each Warrant will be exercisable by the holder thereof toacquire one Common Share (a " Warrant Share ") at a price of C$0.22 for a period of 36months following the closing date of the Offering.
Use of proceeds
The gross proceeds from the issuance of the Flow-Through Shares willbe used for "Canadian Exploration Expenses" (within themeaning of the Income Tax Act (Canada)) (the " Qualifying Expenditures "),which will be renounced with an effective date no later than December31, 2023 to the purchasers of the Flow-Through Shares in an aggregateamount not less than the gross proceeds raised from the issue of theFlow-Through Shares. If the Qualifying Expenditures are reduced by theCanada Revenue Agency, the Company will indemnify each Flow-ThroughShares subscriber for any additional taxes payable by such subscriberas a result of the Company's failure to renounce the QualifyingExpenditures.
The proceeds from the sale of Flow-Through Shares will be used to fundmultiple stages of exploration on the Detour West property over thenext year culminating with the potential of diamond drilling andadditional targets to explore. In addition to the exploration,proceeds from the Units private placement will be used for corporateworking capital.
CEO Comment
Daniel Rodriguez CEO & Director, commented: "This is thefinancing that will put drills on the ground at Detour West. We builtan aggressive plan to test the extension of the Detour-Fenelon trendand I am very excited to execute on it."
Finder's fees of up to 6% in cash will be paid toeligible parties.
Insiders may participate in the Offering. The Companywill rely upon exemptions from the valuation and minority shareholderapproval requirements contained in Multilateral Instrument 61-101– Protection of MinoritySecurity Holders in Special Transactions .
All securities issued with respect to the Offering willbe subject to a hold period of four months and one day in accordancewith applicable securities laws. The closing of the Offering is expected to occur in mid-April 2023, and issubject to receipt of all necessary regulatory approvals, includingthe TSX Venture Exchange.
This news release does not constitute an offer ofsecurities for sale in the United States. The securities being offeredhave not been, nor will they be, registered under the United StatesSecurities Act of 1933, as amended, and such securities may not beoffered or sold within the United States absent U.S. registration oran applicable exemption from U.S. registration requirements.
About EGR Exploration Ltd.
EGR Exploration Ltd. is exploring for gold in theDetour-Fenelon Gold Trend, approximately 300 kilometres north ofTimmins, Ontario. EGR's 40,255 hectare Detour West gold project iscontiguous to Agnico Eagle's property which contains the Detour LakeGold Mine and is approximately 20 kilometres from the mine, which isalso hosted in the Abitibi Greenstone Belt.
For further informationcontact:
Daniel Rodriguez
CEO & Director
Phone: (604) 353-4080
Email: drodriguez@egrexploration.com
Forward ? Looking Statement (Safe HarborStatement): This press release contains forward-looking statementswithin the meaning of applicable securities laws. The use of any ofthe words "anticipate", "plan","continue", "expect", "estimate","objective", "may", "will","project", "should", "predict","potential" and similar expressions are intended to identifyforward-looking statements. In particular, this press release containsforward-looking statements concerning the Company's exploration plans.Although the Company believes that the expectations and assumptions onwhich the forward-looking statements are based are reasonable, unduereliance should not be placed on the forward-looking statementsbecause the Company cannot give any assurance that they will provecorrect. Since forward-looking statements address future events andconditions, they involve inherent assumptions, risks anduncertainties. Actual results could differ materially from thosecurrently anticipated due to a number of assumptions, factors andrisks. These assumptions and risks include, but are not limited to,assumptions and risks associated with conditions in the equityfinancing markets, and assumptions and risks regarding receipt ofregulatory and shareholder approvals. Management has provided theabove summary of risks and assumptions related to forward-lookingstatements in this press release in order to provide readers with amore comprehensive perspective on the Company's future operations. TheCompany's actual results, performance or achievement could differmaterially from those expressed in, or implied by, theseforward-looking statements and, accordingly, no assurance can be giventhat any of the events anticipated by the forward-looking statementswill transpire or occur, or if any of them do so, what benefits theCompany will derive from them. These forward-looking statements aremade as of the date of this press release, and, other than as requiredby applicable securities laws, the Company disclaims any intent orobligation to update publicly any forward-looking statements, whetheras a result of new information, future events or results or otherwise.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 release.
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