(TheNewswire)
Vancouver, British Columbia - TheNewswire - October 5, 2023 - GSP Resource Corp. ( TSX-V:GSPR ) (the “ Company ” or“ GSP ”) is pleased to announce it hasclosed a non-brokered private placement financing (the “ Private Placement ”) of1,165,233 units (each, a “ Unit ”) at a price of $0.215 per Unit foraggregate gross proceeds of $250,525.10. EachUnit consists of one ‘flow-through’ (withinthe meaning of the Income TaxAct (Canada) ) common share(each a “ FTShare ”) and one-half of one transferablecommon share purchase warrant (“ Warrants ”). Eachwhole Warrant entitles the holder to purchase one common share of theCompany at a price of $0.30 per share for a period of two (2) yearsfollowing the date of issuance.
The Company intends to use the proceeds from the saleof the FT Shares towards exploration work on the Alwin Mine Copper Project (including drilling).
All securities issued under the Private Placement aresubject to a four month hold period in accordance with applicablesecurities laws. The Company paid aggregate cashfinder’s fees of $14,000 and issued 74,419 non-transferable finderwarrants to a finder on a portion of the Private Placement. The finderwarrants are each exercisable to purchase one common share of theCompany at a price of CAD$0.215 per share for a period of two yearsfrom the closing date of the Private Placement.
One insider of the Company subscribed for a total of67,500 Units for total gross proceeds of $14,512.50 under the PrivatePlacement. Participation by the insider constitutes a related partytransaction as defined under Multilateral Instrument 61-101(“ MI 61-101 ”). The Company is relying on the exemptions from thevaluation and minority shareholder approval requirements of MI 61-101contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fairmarket value of the participation in the Private Placement by insidersdoes not exceed 25% of the market capitalization of the Company, asdetermined in accordance with MI 61-101.
About GSP Resource Corp.: GSP Resource Corp. is a mineral exploration &development company focused on projects located in SouthwesternBritish Columbia. The Company has an option to acquire a 100%interest and title to the Alwin Mine Copper-Gold-Silver Property inthe Kamloops Mining Division. GSP also owns 100% of the OlivineMountain Property in the Similkameen Mining Division of which it hasgranted an option to earn a 60% interest to a third party.
Contact Information - For more information, please contact:
Simon Dyakowski, Chief Executive Officer &Director
Tel: (604) 619-7469
Email: simon@gspresource.com
Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in thepolicies of the TSX Venture Exchange) accepts responsibility for theadequacy or accuracy of this release.
This news release does not constitute an offer to sellor a solicitation of an offer to buy nor shall there be any sale ofany of the securities in any jurisdiction in which such offer,solicitation or sale would be unlawful, including any of thesecurities in the United States of America. The securities have notbeen and will not be registered under the United States Securities Actof 1933, as amended (the “ 1933 Act ”) or anystate securities laws and may not be offered or sold within the UnitedStates or to, or for account or benefit of, U.S. Persons (as definedin Regulation S under the 1933 Act) unless registered under the 1933Act and applicable state securities laws, or an exemption from suchregistration requirements is available.
Forward-Looking Information
This news release contains “forward?lookinginformation or statements” within the meaning of applicablesecurities laws, which may include, without limitation , the intended use of proceeds of the Private Placement,completing additional work on the Alwin Project, other statementsrelating to the technical, financial and business prospects of theCompany, its projects and other matters . All statements in this news release, other thanstatements of historical facts, that address events or developmentsthat the Company expects to occur, are forward-looking statements.Although the Company believes the expectations expressed in suchforward-looking statements are based on reasonable assumptions, such statements are not guarantees of futureperformance and actual results may differ materially from those in theforward-looking statements. Such statements and information are basedon numerous assumptions regarding present and future businessstrategies and the environment in which the Company will operate inthe future, including the price of metals, the ability to achieve itsgoals, that general business and economic conditions will not changein a material adverse manner, that financing will be available if andwhen needed and on reasonable terms. Suchforward-looking information reflects the Company’s views withrespect to future events and is subject to risks, uncertainties andassumptions, including those filed under the Company’s profile on SEDAR at www.sedarplus.ca . Factors that could causeactual results to differ materially from those in forward lookingstatements include, but are not limited to, continued availability ofcapital and financing and general economic, the availability ofequipment and personnel, market or business conditions, adverseweather and climate conditions, decrease in the price of copper andother metals, failure to maintain and obtain all necessary governmentpermits, approvals and authorizations, failure to maintain communityacceptance (including First Nations), increase in costs, litigation,and failure of counterparties to perform their contractualobligations. The Company does not undertake toupdate forward?looking statements or forward looking information,except as required by law.
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