13:15:35 EDT Sat 18 May 2024
Enter Symbol
or Name
USA
CA



Western Star Resources Inc
Symbol WSR
Shares Issued 17,546,000
Close 2023-09-12 C$ 0.165
Market Cap C$ 2,895,090
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Western Star to receive $5M investment from Crescita

2023-09-12 16:26 ET - News Release

Mr. Blake Morgan reports

WESTERN STAR RESOURCES ENTERS INTO INVESTMENT AND ADVISORY AGREEMENT WITH CRESCITA CAPITAL FOR $5 MILLION IN EQUITY CAPITAL

Western Star Resources Inc. has entered into an investment and advisory agreement with Crescita Capital LLC pursuant to which Crescita will (i) provide certain advisory services to the company and (ii) make available to the company a non-revolving equity drawdown facility in the aggregate amount of up to $5-million (the equity investment facility), representing major institutional backing for Western Star.

Blake Morgan, chief executive officer of Western Star, states: "With such a large backing of institutional funding at such an early stage, the agreement and, specifically, the equity investment facility shows the confidence in the Western Star management team and assets. This funding will give the company the opportunity to aggressively advance its assets towards a maiden drill program. The company plans to have an update in regard to exploration programs, drill permits and drill program very soon."

Equity investment facility

The equity investment facility is for an aggregate amount of $5-million and Western Star will have three years to utilize the $5-million to expand and develop its assets. Pursuant to the agreement, Western Star can draw down funds from the equity investment facility from time to time during the three-year term at Western Star's discretion by providing a notice to Crescita and issuing common shares to Crescita in exchange. The shares issued in connection with any private placement will be priced at 85 per cent of the average closing bid price over the 10 days of trading following the drawdown notice. The amount requested in each drawdown notice cannot exceed 500 per cent of the average daily trading volume of the pricing period.

Pursuant to the agreement, the company will (i) pay Crescita an upfront commission of $250,000, representing 5 per cent of the amount available under the equity investment facility, which shall be paid through the issuance of 1,666,666 common shares of the company at a deemed price of 15 cents per share and (ii) issue Crescita 869,800 warrants of the company, representing 5 per cent of Western Star's current number of outstanding shares, each at an exercise price of 15 cents per share for a period of three years.

All securities issued to Crescita pursuant to the agreement will not be subject resale restrictions under applicable securities laws and the company intends to seek a waiver from the Canadian Securities Exchange in respect of the four-month hold period required under Section 6.1(4)(a) of CSE Policy 6 Distributions & Corporate Finance.

Advisory services

Pursuant to the agreement, the company has engaged Crescita to provide the advisory services on an as- and when-needed basis. The advisory services include: (a) advisory services with respect to general corporate and public company matters; (b) assistance with identifying strategic investment opportunities and mergers and acquisitions for the company, including mineral property acquisitions; (c) assistance with the company's business development; and (d) such other services as agreed to by the company and Crescita in writing from time to time. The advisory services provided by Crescita to the company pursuant to the investment and advisory agreement will be on a project-specific basis and the fees payable in connection with each project will be determined from time to time on mutual written agreement of the parties at the outset of the project.

The transactions contemplated under the equity investment facility, including the payment of the commitment fee, remain subject to the approval of the CSE and the shareholders of the company pursuant to the policies of the CSE.

About Crescita Capital LLC

Crescita Capital is an investment and consultancy group that provides financing and corporate development services for growth-stage companies in markets around the world.

About Western Star Resources Inc.

Western Star is a mineral exploration and development company. The company's objective is to increase shareholder value through the development of exploration properties using cost-effective exploration practices, acquiring further exploration properties, and seeking partnerships by either joint venture or sale with industry leaders. The company currently owns nine non-surveyed contiguous mineral claims totalling 2,797 hectares, which are located within the Revelstoke mining division of British Columbia. The Western Star property group is located approximately 50 kilometres southeast of Revelstoke, B.C., and roughly 10 kilometres north of the abandoned community of Camborne. Access to the Camborne area is through paved highway from either Revelstoke or Nakusp. Access to the property area is best through helicopter from Revelstoke or Nakusp.

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