22:03:47 EDT Thu 02 May 2024
Enter Symbol
or Name
USA
CA



Strikepoint Gold Inc (2)
Symbol SKP
Shares Issued 213,775,457
Close 2024-03-04 C$ 0.055
Market Cap C$ 11,757,650
Recent Sedar Documents

Strikepoint closes $1.22M first tranche of financing

2024-03-04 12:56 ET - News Release

Mr. Michael Allen reports

STRIKEPOINT CLOSES FIRST TRANCHE OF PRIVATE PLACEMENT

Strikepoint Gold Inc. has completed the first tranche of its non-brokered private placement and has issued 30,687,500 units at a price of four cents per unit for gross proceeds of $1,227,500. For further information on this previously announced private placement, refer to the company's Feb. 13, 2024, news release.

Each unit consists of one common share and one-half of one share purchase warrant. Each whole warrant entitles the holder to purchase one common share at a price of seven cents per common share for a period of 24 months from the date of issuance.

It is anticipated that proceeds from the financing will be utilized as follows: Cuprite gold project exploratory drilling program, including assay costs and geological review (approximately 83 per cent); claim fee maintenance fees (approximately 7 per cent); with the remaining amount for general working capital, including regulatory, legal and other fees associated with closing the financing (approximately 10 per cent). None of the proceeds raised will be used to pay non-arm's-length parties (as defined in the policies of the TSX Venture Exchange) or to finance investor relations activities.

Under the first tranche of the financing, the company paid $37,380 in finders' fees and issued 934,500 non-transferable broker warrants in consideration for introducing subscribers to the financing. Finders' warrants entitle the holder thereof to purchase one common share of the company at a price of seven cents per finders' warrant until March 1, 2026. The company anticipates closing a second tranche of the financing in mid-March, 2024.

In accordance with the policies of the TSX-V, the company is relying on a minimum price exception in order to issue securities at less than five cents per listed security. As such, the aggregate number of common shares issued by the company at less than five cents in this offering and in the next 12-month period may not exceed 100 per cent of the number of common shares that were issued and outstanding prior to the offering.

To date, certain insiders of the company participated in the private placement and acquired an aggregate of two million units. The purchase constitutes a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The issuances are exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as they are distributions of securities for cash and the fair market value of the units issued to, and the consideration paid by, the insiders did not exceed 25 per cent of the company's market capitalization. No new insiders were created, nor any change of control occurred, as a result of the first tranche of the financing closing.

Completion of the second tranche of the financing remains subject to approval from the TSX-V. All securities issued and issuable under the first tranche of the financing will be subject to a four-month hold period expiring July 2, 2024. Securities issued under any subsequent tranche(s) will be subject to a four-month hold period calculated from their date of official closing.

We seek Safe Harbor.

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