(TheNewswire)
Vancouver, British Columbia - TheNewswire - November 24, 2020 - LakeWinn Resources Corp. ( TSXV:LWR ) ( Frankfurt:EEI ) ( OTC:EQTXF ), (the " Company " or" Lake Winn "), is pleased to announce that further to its newsreleases dated September 16, 2020 and September 30, 2020, the Companyhas closed the non-brokered private placement Equity Offerings foraggregate proceeds of $2,750,000 and a Shares for Debt Transaction asfollows:
Closing of Equity Offerings
The Company is pleased to announce the closing of anon-brokered private placement of approximately $1,250,000 inflow-through units (the " FT Units ") of the Company (the" FT Unit Offering ") at a subscription price of$0.10 per FT Unit. Each FT Unit consisted of one common share of theCompany (a " FT UnitShare ") and one-half of one common sharepurchase warrant (each whole warrant a " FT Unit Warrant "), with each FT Unit Warrant entitling the holderthereof to acquire one common share of the Company (a" FT Unit WarrantShare ") at a price of $0.30 for a period oftwo (2) years following the closing of the FT Unit Offering.
The gross proceeds from the FT Unit Offering will beused by the Company to incur eligible "Canadian explorationexpenses" that will qualify as "flow - through mining expenditures" assuch terms are defined in the Income Tax Act (Canada) (the" QualifyingExpenditures ") related to the Company'sprojects in Manitoba. All Qualifying Expenditures will be renounced infavour of the subscribers of the FT Unit Shares effective December 31,2020.
The Company is also pleased to announce the closing ofan additional two non-brokered private placements of approximately$1,500,000 in units (the " Units ") of the Company (collectively, the" UnitOfferings ").
The first Unit Offering was closed at a subscriptionprice of $0.10 per Unit for gross aggregate proceeds of $665,000. Each Unit in the first non-flow-through offering consisted of onecommon share of the Company and one common share purchase warrant. Each warrant entitling the holder thereof to acquire one common shareof the Company at a price of $0.20 for a period of two (2) yearsfollowing the closing of the first non-flow-through offering.
The second Unit Offering was closed at a subscriptionprice of $0.12 per Unit for gross aggregate proceeds of $835,000. Each Unit in the second non-flow-through offering consisted of onecommon share of the Company and one common share purchase warrant.Each warrant entitling the holder thereof to acquire one common shareof the Company at a price of $0.16 for a period of three (3) yearsfollowing the closing of the second non-flow-through offering.
Certain Directors and Officers of the Companyparticipated in the private placement and acquired direction andcontrol over an aggregate 1,875,001 Non-Flow-Through Units at asubscription price of $0.12 per Unit. Each such placement to thosepersons constitutes a "related party transaction" within themeaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders inSpecial Transactions (" MI 61-101 "). Theissuance is exempt from the formal valuation and minority shareholderapproval requirements of MI 61-101 as the fair market value of theUnits issued to or the consideration paid by such insider did notexceed 25% of the Company's market capitalization.
In connection with the closing of the equity offerings,the Company paid aggregate cash commissions of $80,507.60 to certainarm's-length finders, representing 6% of the gross proceeds raised onthe sale of the FT Units and Unit Offerings placed by such finderwithin the amount permitted by the policies of the TSX VentureExchange (the " Exchange ").
In addition, in connection with the closing of theequity offerings, the Company issued an aggregate 802,980non-transferable finders' warrants (the " Finder's Warrants ") to certain eligible finders (the " Finder'sWarrants "), each Finder's Warrant willentitle the holder thereof to purchase additional common shares in thecapital of the Company (a " Finder's Warrant Share ") on the sameterms as the respective warrants issued pursuant to the EquityOfferings based on 6% of the gross proceeds raised on the sale of theFT Units and Unit Offerings placed by such finder.
All securities issued in connection with the Offeringare subject to a statutory hold period expiring on March 20, 2021 inaccordance with applicable securities legislation.
Shares for Debt
Lastly, the Company reports thatit has issued 2,043,217 common shares of Lake Winn (the" Debt SettlementShares ") for the settlement of up to$245,186 of trade payables (the" DebtSettlement "). Pursuant to the DebtSettlement, the Debt Settlement Shares were issued at a deemed priceof $0.12 per Share to certain creditors of the Company (the" Creditors ").
Debt settled by insiders of the Company accounted for659,375 Debt Settlement Shares representing approximately $79,125 ofthe Debt Settlement. Such participation constituted a "relatedparty transaction" within Multilateral Instrument 61-101 - Protection of MinoritySecurity Holders in Special Transactions (" MI 61-101 "). The issuance to the insiders is exempt from theformal valuation and minority shareholder approval requirements of MI61-101 as the fair market value of the shares issued, or theconsideration paid by such person, did not exceed 25% of the Company'smarket capitalization.
The Debt Settlement Shares issued will be subject to afour month hold period which will expire on March 20, 2021.
The Company also granted 2,900,000 options at $0.23 fora period of 5 years to directors, officers and consultants.
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.
For further informationcontact :
Patrick Power
CEO and Director
Lakewinn Resources Corp.
Telephone: (604) 218-8772
Cautionary Statement Regarding"Forward-Looking" Information
Certain statements contained in thispress release may constitute forward-looking statements. Suchforward-looking statements are based upon the Company's reasonableexpectations at the date hereof, which are subject to change dependingon economic, political and competitive circumstances andcontingencies. Readers are cautioned that such forward lookingstatements involve known and unknown risks, uncertainties and otherfactors that may cause a change in such assumptions and the actualoutcomes and estimates to be materially different from those estimatedor anticipated future results, achievements or position expressed orimplied by those forward-looking statements. Risks, uncertainties andother factors that could cause the Company's plans or prospects tochange include changes or disruptions in the securities markets;legislative, political or economic developments. The Company disclaimsany intention or obligation to update or revise any forward-lookingstatements whether as a result of new information, future events orotherwise.
This news release does not constitute an offer to sellor a solicitation of an offer to buy any of the securities describedin this news release in theUnited States . Such securities have notbeen, and will not be, registered under the United States SecuritiesAct of 1933, as amended (the " U.S. Securities Act "), or any state securities laws, and, accordingly, maynot be offered or sold within theUnited States , or to or for the accountor benefit of persons in theUnited States or "U.S.Persons", as such term is defined in Regulation S promulgated under the U.S. Securities Act, unlessregistered under the U.S. Securities Act and applicable statesecurities laws or pursuant to an exemption from such registrationrequirements.
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