(TheNewswire)
March 14, 2024 – TheNewswire - Vancouver, B.C. - VR Resources Ltd . ( TSXV:VRR ) ; ( FSE:5VR ) ; ( OTC:VRRCF ), (the“ Company ” or “ VR ”) , announces a non-brokered privateplacement for $500,000 (the “ Financing ”).
The Financing will consist of up to 3,333,333 units(the “ Units ”) at a price of $0.15 per Unit for gross proceeds of up to $500,000 . Each Unit will consist of one common share ( “Common Share” )of the Company, and one-half of one Common Share purchase warrant(each whole Common Share purchase warrant, a “ Warrant ”). EachWarrant entitles the holder to acquire one additional Common Share atan exercise price of $0.20 per Common Share, for a period of 18months from the closing date (“ Closing Date ”) of the Financing.
In accordance with the policies of the TSX VentureExchange (the “ Exchange ”), the Company may pay a finder’sfee of up to a 6% cash for subscriptions to the Financing.
The Closing Date is expected to be on or before April12 , 2024, and issubject to all regulatory approvals, including the approval of theExchange. The securities issued in connection with this Financingwill be subject to a hold period of four months plus one day from theClosing Date, in accordance with applicable securitieslegislation.
Certain insiders of the Company may participate in theFinancing. The issuance of Units to insiders of the Company pursuantto the Financing will be considered related party transactions withinthe meaning of TSX Venture Exchange Policy 5.9 and MultilateralInstrument 61-101 – Protection of Minority Security Holders in SpecialTransaction (“ MI 61-101 ”). TheCompany intends to rely on exemptions from the formal valuation andminority approval requirements of sections 5.5(a) and 5.7(1)(a) of MI61-101 in respect of such insider participation, based on adetermination that fair market value of the participation in theFinancing by insiders will not exceed 25% of the market capitalizationof the Company, as determined in accordance with MI 61-101.
Use of Proceeds
VR plans to use the gross proceeds of the Financing formineral exploration in Nevada, and for general working capital. Morespecifically, the Company plans to use the funds to bolster theprogram budget for a planned drill program on its New Bostonpolymetallic copper-moly-silver property in Nevada. The Financing willbuild upon the funds expected to be received from the recentlyannounced transaction and sale of the Company’s Hecla-Kilmer REEproperty in northern Ontario (see NR24-03 dated March11, 2024).
From VR’s CEO, Dr. MichaelGunning , “ This financing is about fiscal discipline,and conviction.
The upcoming drill program plannedon the polymetallic copper-moly-silver porphyry system on our NewBoston is founded on the non-dilutive funds from the recentlyannounced sale of our Hecla-Kilmer property and P-REE-Nb discovery. Inthe meantime, the goal of this financing is to bolster the New Bostondrill budget, for two reasons:
Fiscal discipline. Additionalfunds will provide a contingency on inflation, which despite ourexperience in Nevada and our control on costs, will effect everysingle line item on our budget.
Conviction. Should we encounterthe copper mineralization that we see at surface in the East Zone bowlthroughout our initial planned holes, these additional funds willallow us to be more flexible, and aggressive with regard to lettingthe planned holes run longer, or considering additionalholes.”
The securities tobe issued hereunder will not been registered under the U.S. SecuritiesAct of 1933, as amended (the “ U.S. Securities Act ”), or any U.S. statesecurities laws, and may not be offered or sold in the “UnitedStates” or to “U.S. persons” (as such terms are defined inRegulation S under the U.S. Securities Act) without registration underthe U.S. Securities Act and all applicable state securities laws orcompliance with an exemption from such registration.
This press releaseshall not constitute an offer to sell or the solicitation of an offerto buy nor shall there be any sale of the securities in any state inwhich such offer, solicitation or sale would be unlawful.
About VR Resources
VR is an established junior exploration company basedin Vancouver (TSX.V: VRR; Frankfurt: 5VR; OTCQB: VRRCF). VR evaluates,explores and advances large-scale, blue-sky opportunities in copper,gold and critical metals in Nevada, USA, and Ontario, Canada. TheCompany has also made Canada’s newest diamond discovery in northernOntario, and controls a new field of kimberlite targets around it. VRapplies modern exploration technologies and leverages in-houseexperience and expertise in greenfields exploration to large-footprintmineral systems in underexplored areas/districts. The foundation of VRis the proven track record of its Board in early-stage exploration,discovery and M&A. The Company is well-financed for its mineralexploration and corporate obligations. VR owns its properties outrightand evaluates new opportunities on an ongoing basis, whether bystaking or acquisition.
ON BEHALF OF THE BOARD OF DIRECTORS :
“Michael H. Gunning”
_____________________________
Dr. Michael H. Gunning, PhD, PGeo
President & CEO
For general information please use the following:
Website: www.vrr.ca
Email: info@vrr.ca
Contact: Mike Gunning, 604-374-3708; e-mail: mgunning@vrr.ca
Forward Looking Statements
This press release containsforward-looking statements. Forward-looking statements are typicallyidentified by words such as: believe, expect, anticipate, intend,estimate, and similar expressions or are those which, by their nature,refer to future events. Forward-looking statements in this releaseinclude but are not limited to: the anticipated Closing Date; theanticipated uses of the proceeds of the Financing, the potential ofthe New Boston property to host significant copper mineralization; theexpected timing and execution of a drill program at New Boston; theexpectation that VR the saleof the Company’s Hecla-Kilmer REE property will be completed and thefunds to be derived therefrom , and; the approval of the Financing by the TSX VentureExchange.
Although the Company believes thatthe use of such statements is reasonable, there can be no assurancethat such statements will prove to be accurate, and actual results andfuture events could differ materially from those anticipated in suchstatements. The Company cautions investors that any forward-lookingstatements by the Company are not guarantees of future performance,and that actual results may differ materially from those inforward-looking statements. Trading in the securities of the Companyshould be considered highly speculative.
The forward-looking informationcontained in this press release represents the expectations of theCompany as of the date written above, and accordingly, is subject tochange after such date. Readers should not place undue importance onforward-looking information and should not rely upon this informationas of any other date. While the Company may elect to, it does notundertake to update this information at any particular time except asrequired in accordance with applicable laws.
All of the Company’s publicdisclosure filings are available at www.sedar.com ; readers are urged to review thesematerials.
Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in Policiesof the TSX Venture Exchange) accepts responsibility for the adequacyor accuracy of this release
This News Releaseis not for distribution to the United States newswire services or fordissemination in the United States. Any failure to comply with thisrestriction may constitute a violation of U.S. Securities Laws.
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