Mr. David Greenway reports
RECHARGE ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT OF UNITS
Recharge Resources Ltd. has closed its previously announced non-brokered private placement of units of the company for gross proceeds of $888,300.07 by the issuance of 12,690,001 units at a price of seven cents per unit. Each unit comprised one common share in the capital of the company and one common share purchase warrant.
Each warrant entitles the holder thereof to acquire one additional common share at a price of 10 cents per warrant share for a period of 36 months from the closing date of the offering. The warrants issued under the offering contain an accelerated expiry clause. Pursuant to the acceleration clause, if the common shares of the company close at or above 25 cents for five consecutive trading days on the Canadian Securities Exchange (CSE), then the company may accelerate the expiry date of the warrants by issuing a news release announcing the accelerated warrant term, pursuant to which the warrants will expire on the 30th calendar day after the date of such news release.
The company intends to use the net proceeds from the offering for the company's exploration program and general corporate and working capital purposes.
All securities issued in connection with the offering are subject to a statutory hold period of four months plus a day following the date of issuance in accordance with applicable securities legislation. All references to currency in this news release are to Canadian currency.
In connection with the closing of the offering, the company paid a finder's fee of $1,960 in cash and issued 28,000 share purchase warrants to a certain arm's-length finders. Each finder's warrant entitles the holder thereof to purchase one share at a price of 10 cents for a period of 36 months from the date of issuance.
The subscribers in the offering included a corporate subscriber controlled by the chief executive officer of the company and a corporate subscribed controlled by the chief financial officer of the company (collectively the insiders) who subscribed for an aggregate of 1.63 million units for aggregate gross proceeds of $114,100 to the company. The issuance of units to the insiders constitutes a related party transaction as defined in Multilateral Instrument 61-101 -- Protection of Minority Securityholders in Special Transactions (MI 61-101). The company is relying on the exemption from valuation requirement and minority approval pursuant to Subsection 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, for the insider participation in the offering, as the value of the units subscribed for do not represent more than 25 per cent of the company's market capitalization, as determined in accordance with MI 61-101.
About Recharge Resources
Ltd.
Recharge Resources is a Canadian mineral exploration company focused on exploring and
developing the production of high-value battery metals to create green, renewable energy to
meet
the demands of the advancing electric vehicle and fuel cell vehicle market.
We seek Safe Harbor.
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