Mr. G. Bodnar reports
YORBEAU CLOSES NON-BROKERED PRIVATE PLACEMENT
Yorbeau Resources Inc. has completed a fully subscribed private placement by issuing 25 million Class A common shares composed of (i) 12.5 million flow-through Class A common shares at a price of 4.5 cents per share and (ii) 12.5 million non-flow-through Class A common shares at a price of 3.5 cents per share, for an aggregate gross proceeds of $1-million.
The company will use the proceeds raised from the issue of the flow-through Class A common shares to incur Canadian exploration expenses on its properties and the proceeds raised from the issue of the non-flow-through Class A common shares for general corporate purposes.
Five insiders subscribed for a total of 18.25 million Class A common shares having an aggregate subscription price of $730,000. As insiders of the company participated in the private placement, it is deemed to be a related party transaction as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The private placement is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 (pursuant to Subsections 5.5(a) and 5.7(a)) as neither the fair market value of the Class A common shares distributed to, nor the consideration received from, interested parties exceeded 25 per cent of the company's market capitalization. The company did not file a material change report at least 21 days prior to the closing of the private placement as participation of the insiders had not been confirmed at that time.
About Yorbeau Resources Inc.
The Rouyn property, wholly owned by the company, contains four known gold deposits in the six-kilometre-long Augmitto-Astoria corridor situated on the western portion of the property. The company signed a definitive agreement in December, 2018, whereby Iamgold has the option to acquire a 100-per-cent interest in the Rouyn property, and a major drilling program is under way. Two of the four deposits, Astoria and Augmitto, benefit from substantial underground infrastructure and have been the subject of technical reports that include resource estimates and that were filed in accordance with National Instrument 43-101. In 2015, the company expanded its exploration property portfolio by acquiring strategic base metal properties in prospective areas of the Abitibi belt of Quebec that feature infrastructure favourable for mining development. The newly acquired base metal properties include the Scott project in Chibougamau, which bears important mineral resources (see the press release dated March 30, 2017) and on which a positive preliminary economic assessment was recently completed.
We seek Safe Harbor.
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