(TheNewswire)
Vancouver, British Columbia – TheNewswire - January 16, 2024 - Red Lake GoldInc. (CSE:RGLD)(“ Red LakeGold ” or the " Corporation ") is pleased to report thatit has closed a non-brokered common share unit financing (the"Common Share Unit Financing") by way of theissuance of one million common share units (the “Units”) on terms previously announced by the Corporation (seenews release, Red Lake Gold Inc. - Financing, dated December 13,2023).
Closing of the Common Share Unit Financing occurred onFriday, January 12, 2024. The Units issued under the CommonShare Unit Financing are subject to a customary four-month hold periodpursuant to applicable securities laws of Canada.
Following completion of the Common Share Unit Financing, theCorporation now has 36,739,169 common shares issued and outstanding.
There were no finder’s fees payable by the Corporation under theCommon Share Unit Financing.
The Corporation intends to use the proceeds of the Common Share UnitFinancing for general working capital purposes so as to maintain itsbusiness, various costs of which include, as applicable and withoutlimitation, office, accounting, audit, legal, managerial, regulatory,monthly stock exchange fees and other expenses, fees and costsincurred by the Corporation in the course of business as well thosematerial expenses associated with being a publicly-listed company.
Insider Participation / FundingRequirements
One Insider of the Corporation (as that first term isdefined by securities laws) supported the working capital position ofthe Corporation by way of participation in the Common Share UnitFinancing and purchased one million Units, on an indirect basis, for asubscription amount received by the Corporation of $50,000.00.
As the Corporation does not generate any positive working capitalthrough its early-stage operations, the Corporation remains entirelydependent on the need to successfully raise capital in order to fundits operations, maintain project interests as against materialCrown-imposed annual assessment obligations, as well as to remain agoing-concern (see also “Risks and Uncertainties” sections of theCorporation’s financial reports available on SEDAR+).
The Corporation expresses its appreciation for Insider support of bothfinancings conducted by Red Lake Gold during the past twelve monthsbut notes that it has been advised by the funding participant that hisfuture participation in financings to help the Corporation meet itsfinancial needs is not assured and no reliance involving Insiderprovision of funding should be assumed by the Corporation or itsstakeholders.
Regulatory Notices - Common ShareUnit Financing
The Common Share Unit Financing is exempt from thevaluation and minority shareholder approval requirements ofMultilateral Instrument 61-101 (“MI 61-101”) by virtue of theexemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 inthat the fair market value of the consideration for the securities ofthe Corporation to be issued to the Insider does not exceed 25% of itsmarket capitalization.
The Corporation did not file a material change reportmore than twenty-one days before the expected closing of the CommonShare Unit Financing as the details of the transaction therein byrelated parties of the Corporation were notsettled until shortly prior to closing of the Common Share UnitFinancing and the Corporation wished to close on an expedited basisfor sound business reasons.
On Behalf of the Board ofDirectors
Nicholas Koo
Chief Financial Officer
T: 604.687.2038
Email: info@redlakegold.ca
Forward-Looking Statements
This news release contains forward-looking statements. Forward-lookingstatements address future events and conditions and therefore involveinherent risks and uncertainties, including but not limited to theCorporation’s ability to successfully close future financings, ifany are announced, and, if so, the terms or subscriber composition ofsuch future financings, as well as to the composition or good-standingnature of exploration projects held by the Corporation. Actual resultsmay differ materially from those currently expected or forecast insuch statements.
Neither the CSE nor its RegulationServices Provider (as that term is defined in the policies of the CSEExchange) accepts responsibility for the adequacy or accuracy of thisrelease.
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