10:30:25 EDT Tue 21 May 2024
Enter Symbol
or Name
USA
CA



Hemlo Explorers Inc
Symbol HMLO
Shares Issued 44,080,476
Close 2023-06-22 C$ 0.075
Market Cap C$ 3,306,036
Recent Sedar Documents

Hemlo Explorers closes $753,000 1st tranche of offering

2023-07-04 10:26 ET - News Release

Mr. Brian Howlett reports

HEMLO EXPLORERS ANNOUNCES CLOSING OF FIRST TRANCHE OF NON-BROKERED PRIVATE PLACEMENT

Hemlo Explorers Inc. has closed the first tranche of the non-brokered private placement announced on April 20, 2023. Under the first tranche of the offering, the company issued 7,293,333 units, each composed of one non-flow-through common share and one common share purchase warrant and 2,291,110 flow-through units, each composed of one flow-through common share and one warrant, for aggregate gross proceeds of approximately $753,000. The common share component of each FT unit was issued as a flow-through share (as defined in Subsection 66(15) of the Income Tax Act (Canada)). Each warrant is exercisable to acquire one common share of the company at an exercise price of 15 cents per warrant share until Dec. 30, 2024, but subject to accelerated expiry terms following the four-month-and-a-day hold period (as further described below) if the company's common shares trade at or above 50 cents per share for 20 consecutive days, in which case the company will have the right to accelerate the exercise period to a date ending at least 30 days from the date that notice of such acceleration is provided to the holders of the warrants.

The proceeds of the FT unit portion of the first tranche of the offering will be used for the exploration of the company's Hemlo area projects, and the proceeds of the unit portion of the first tranche of the offering will be used for general corporate purposes and exploration of the company's properties.

In connection with the closing of the first tranche of the offering, the company paid certain cash finder's fees and issued 270,800 finder's warrants to eligible finders in respect of subscriptions for units and FT units referred by such finders. Each finder's warrant is exercisable to acquire one common share of the company at an exercise price of 7.5 cents per finder's warrant share until Dec. 30, 2024.

All securities issued in connection with the first tranche of the offering (being the units, the FT units, the finder's warrants and the securities comprising each of the foregoing) are subject to a statutory hold period expiring Oct. 31, 2023. Certain directors and officers of the company participated in the offering, purchasing in the aggregate 310,000 units for aggregate proceeds of $24,900.

The offering remains subject to final approval of the TSX Venture Exchange. In addition, the TSX Venture Exchange has granted Hemlo an extension until Aug. 4, 2023, with respect to closing any additional tranches of the offering.

Early warning

In connection with the closing of the first tranche of the offering, Northfield Capital Corp. acquired ownership and control of 2,666,667 common shares of the company and 2,666,667 warrants to acquire 2,666,667 additional common shares of the company.

Prior to the completion of the first tranche of the offering, Northfield owned and controlled an aggregate of 10,592,120 common shares of the company (of which 10,086,821 common shares are owned by Northfield directly and 505,299 common shares are owned by Robert Cudney (a control person, as such term is defined in the Securities Act (Ontario), of Northfield, and another entity owned by Mr. Cudney) and convertible securities entitling Northfield and Mr. Cudney to acquire an additional 1.35 million common shares of the company (of which 1.1 million convertible securities are owned by Northfield directly and 250,000 convertible securities are owned by Mr. Cudney) representing approximately 28.76 per cent of the issued and outstanding common shares of the company as of June 29, 2023 (or approximately 31.28 per cent calculated on a partially diluted basis, assuming the exercise of the 1.35 million convertible securities only).

Upon completion of the first tranche of the offering, Northfield, together with Mr. Cudney, own and control an aggregate of 13,258,787 common shares of the company (of which 12,753,488 common shares are owned by Northfield directly and 505,299 common shares are owned by Mr. Cudney, and another entity owned by Mr. Cudney), and convertible securities entitling Northfield and Mr. Cudney to acquire an additional 4,016,667 common shares of the company (of which 3,766,667 convertible securities are owned by Northfield directly and 250,000 convertible securities are owned by Mr. Cudney), representing approximately 28.57 per cent of the issued and outstanding common shares of the company as of June 30, 2023 (or approximately 34.26 per cent calculated on a partially diluted basis, assuming the exercise of the 4,016,667 convertible securities only).

The common shares of the company and warrants were acquired in a private placement transaction which did not take place through the facilities of any market for the company's securities. This transaction was effected for investment purposes and Northfield could increase or decrease its investments in the company at any time, or continue to maintain its current investment position, depending on market conditions or any other relevant factor. The common shares of the company and warrants were acquired for aggregate consideration of $200,000.03, pursuant to the exemption contained in Section 2.3 of National Instrument 45-106, on the basis that Northfield is an accredited investor as defined therein.

This portion of this new release is issued pursuant to National Instrument 62-103 -- The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires an early warning report to be filed on SEDAR containing additional information with respect to the foregoing matters. A copy of the related early warning report may be obtained on the company's SEDAR profile or by contacting Northfield at: 141 Adelaide St. W., Suite 301, Toronto, Ont., M5H 3L5, attention: Michael Leskovec, telephone: 647-794-4360.

About Hemlo Explorers Inc.

Hemlo Explorers is a Canadian-based mineral exploration company with a portfolio of properties in Ontario and Nunavut. The company is focused on generating shareholder value through the advancement of its Hemlo area projects, including Project Idaho, the Pic project (under the option to Barrick Gold Inc.) and the North Limb project.

We seek Safe Harbor.

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