Each FT Share was issued on a 'flow-through' basis pursuant to the Income Tax Act (
Each NFT Unit consists of one common share of the Company (each, an 'NFT Share') and one non-transferable common share purchase warrant (each, an 'NFT Warrant'), with each NFT Warrant entitling the holder to purchase one NFT Share for a period of three years following the closing of the Offering (the 'Closing') at an exercise price of
The securities issued under the Offering are subject to a statutory hold period expiring on
The Company paid a cash finder's fee of an aggregate of
The aggregate gross proceeds from the sale of the flow through private placement will be used for exploration and development of the Company's Niobium Claim Group Property and the Covette Property, both located in
An insider of the Company subscribed for a total of 1,500,000 Units under the financing, which is a 'related party transaction' within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ('MI 61-101). The issuance to the insiders is exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in section 5.5(b) as the Company's shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in section 5.7(a) of MI 61-101 in that the fair market value of the consideration of the shares issued to the related parties did not exceed 25% of the Company's market capitalization.
None of the securities sold in connection with the Offering will be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in
About
The Company's principal asset is the Niobium Claim Group Property, currently under Earn-In Agreement from
Contact:
Tel: 604.681.1568
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