Stockwatch

Arctic Star Exploration Corp (4)
Symbol	ADD
Shares Issued	179,758,822
Close 2022-07-12	C$ 0.085
Market Cap	C$ 15,279,500
Recent Sedar Documents

Arctic Star closes $1-million private placement

2022-07-12 17:53 ET - News Release

Liew Subject: Arctic Star Exploration Corp.(ADD) - News release dated July 12, 2022 Word Document File: '\\office\emailin\20220712 144225 Attachment Arctic Star - news release announcing closing of $1M $0.07_Unit Private....DOCX' 2 LEGAL_39297120.1 LEGAL_39297120.1 TSX-V: ADD Frankfurt: 82A1 WKN: A2DFY5 July 12, 2022 NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES Arctic Star Announces Completion of $1.0 Million Non-Brokered Private Placement of Units July 12, 2022 - Vancouver, British Columbia - Arctic Star Exploration Corp. ("Arctic Star" or the "Company") is pleased to announce that the Company has completed its previously announced non-brokered private placement of units of the Company (the "Units") pursuant to which the Company sold and issued 14,285,714 Units, at $0.07 per Unit, for approximate gross proceeds of $1,000,000 (the "Private Placement"). The Warrants issued under the Private Placement are exercisable to purchase 14,285,714 common shares of the Company (the "Shares"), at $0.10 per Share, until July 8, 2024 or earlier subject to an accelerated option clause (the "Acceleration Clause"). Pursuant to the Acceleration Clause, if the common shares of the Company close at or above $0.30 for five consecutive trading days on the TSX Venture Exchange (the "TSXV"), then the Warrants must be exercised within a 60-day period by the warrant holders, or failing which, the Warrants shall expire as null and void. An aggregate 228,571 Units were sold and issued to a director of the Company. All securities issued in connection with the Private Placement are subject to a statutory hold period expiring on November 9, 2022 in accordance with applicable securities legislation. The Company intends to use the net proceeds from the Private Placement to carry out exploration on its Diagras Joint Venture (81.5% Arctic Star) and for general and corporate purposes. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful. All references to currency in this news release are to Canadian currency. About Arctic Star Arctic Star is predominantly a diamond explorer, recently discovering 6 new kimberlites in the prolific Lac De Gras kimberlite field that supports 2 multi-billion dollar kimberlite mining complexes. The Company also has a 958 Ha Exploration permit containing several diamond-bearing kimberlites on its Timantti project, Kuusamo Finland. Arctic Star has optioned its Stein diamond project in Nunavut to GGL diamonds who plans to work once Covid restrictions lift. The Company continues to look for appropriate diamond opportunities elsewhere. The Diagras project is a joint venture between Arctic Star Exploration Corp. (currently 81.5%) and Margaret Lake Diamonds Inc. (currently 18.5%). ON BEHALF OF THE BOARD OF DIRECTORS OF ARCTIC STAR EXPLORATION CORP. "Patrick Power" Patrick Power, President & CEO +1 (604) 218-8772 ppower@arcticstar.ca This news release contains "forward-looking statements" including but not limited to statements with respect to Arctic Star's plans, the Private Placement and the use of proceeds. Forward-looking statements, while based on management's best estimates and assumptions, are subject to risks and uncertainties that may cause actual results to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to the completion of the Private Placement and our plan to use all or some portion of the proceeds for exploration on the Diagras Diamond Project. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Factors that could affect our plans include the possibility that we do not receive final TSXV approval for the Private Placement or we are unable to raise all of the funds we are seeking to raise, in which event we may require all funds raised, if any, to be used for working capital rather than for exploration on the Diagras Diamond Project; and our proposed use of proceeds is subject to receipt of TSXV approval. Accordingly, readers should not place undue reliance on forward-looking statements. Arctic Star undertakes no obligation or responsibility to update forward-looking statements, except as required by law. 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. PDF Document File: Attachment Arctic_NR12Jul2022.pdf TSX-V: ADD Frankfurt: 82A1 WKN: A2DFY5 July 12, 2022 NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES Arctic Star Announces Completion of $1.0 Million Non-Brokered Private Placement of Units July 12, 2022 Vancouver, British Columbia Arctic Star Exploration Corp. ("Arctic Star" or the "Company") is pleased to announce that the Company has completed its previously announced non- brokered private placement of units of the Company (the "Units") pursuant to which the Company sold and issued 14,285,714 Units, at $0.07 per Unit, for approximate gross proceeds of $1,000,000 (the "Private Placement"). The Warrants issued under the Private Placement are exercisable to purchase 14,285,714 common shares of the Company (the "Shares"), at $0.10 per Share, until July 8, 2024 or earlier subject to an accelerated option clause (the "Acceleration Clause"). Pursuant to the Acceleration Clause, if the common shares of the Company close at or above $0.30 for five consecutive trading days on the TSX Venture Exchange (the "TSXV"), then the Warrants must be exercised within a 60-day period by the warrant holders, or failing which, the Warrants shall expire as null and void. An aggregate 228,571 Units were sold and issued to a director of the Company. All securities issued in connection with the Private Placement are subject to a statutory hold period expiring on November 9, 2022 in accordance with applicable securities legislation. The Company intends to use the net proceeds from the Private Placement to carry out exploration on its Diagras Joint Venture (81.5% Arctic Star) and for general and corporate purposes. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful. All references to currency in this news release are to Canadian currency. About Arctic Star Arctic Star is predominantly a diamond explorer, recently discovering 6 new kimberlites in the prolific Lac De Gras kimberlite field that supports 2 multi-billion dollar kimberlite mining complexes. The Company also has a 958 Ha Exploration permit containing several diamond-bearing kimberlites on its Timantti project, Kuusamo Finland. Arctic Star has optioned its Stein diamond project in Nunavut to GGL diamonds who plans to work once Covid restrictions lift. The Company continues to look for appropriate diamond opportunities elsewhere. 2 The Diagras project is a joint venture between Arctic Star Exploration Corp. (currently 81.5%) and Margaret Lake Diamonds Inc. (currently 18.5%). ON BEHALF OF THE BOARD OF DIRECTORS OF ARCTIC STAR EXPLORATION CORP. "Patrick Power" Patrick Power, President & CEO +1 (604) 218-8772 ppower@arcticstar.ca This news release contains "forward-looking statements" including but not limited to statements with respect to Arctic Star's plans, the Private Placement and the use of proceeds. Forward-looking statements, while based on management's best estimates and assumptions, are subject to risks and uncertainties that may cause actual results to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to the completion of the Private Placement and our plan to use all or some portion of the proceeds for exploration on the Diagras Diamond Project. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Factors that could affect our plans include the possibility that we do not receive final TSXV approval for the Private Placement or we are unable to raise all of the funds we are seeking to raise, in which event we may require all funds raised, if any, to be used for working capital rather than for exploration on the Diagras Diamond Project; and our proposed use of proceeds is subject to receipt of TSXV approval. Accordingly, readers should not place undue reliance on forward-looking statements. Arctic Star undertakes no obligation or responsibility to update forward-looking statements, except as required by law. 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.