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Azincourt Energy Corp
Symbol AAZ
Shares Issued 458,465,559
Close 2021-10-12 C$ 0.085
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Azincourt closes final tranche of private placement

2021-10-12 15:56 ET - News Release

Mr. Alex Klenman reports

AZINCOURT ENERGY CLOSES FINAL TRANCHE OF PRIVATE PLACEMENT FOR TOTAL PROCEEDS OF $8.1M

Azincourt Energy Corp. has closed the final tranche of its non-brokered private placement. In connection with the closing of the final tranche, the company has issued 17,071,428 non-flow-through units and 6,666,667 flow-through units. Each NFT unit was offered at a price of seven cents, and each FT unit was offered at a price of 7.5 cents. Each NFT unit and FT unit consists of one common share and one share purchase warrant entitling the holder to acquire an additional common share of the company at a price of 10 cents until Oct. 12, 2024.

When combined with the earlier tranche of the placement, the company has raised gross proceeds of $8.1-million through the issuance of 77,877,416 NFT units, 17,600,126 FT units and 14,285,714 charity flow-through units. The closing of the final tranche of the placement represents an increase of 6,666,667 FT units, for additional gross proceeds of $500,000, from the amount originally announced by the company on Sept. 22, 2021.

The gross proceeds from the issuance of the FT shares will be used for Canadian exploration expenses (within the meaning of the Income Tax Act (Canada)), which will be renounced with an effective date of no later than Dec. 31, 2021, to the purchasers of the FT shares in an aggregate amount not less than the gross proceeds raised from the issue of the FT shares. If the qualifying expenditures are reduced by the Canada Revenue Agency, the company will indemnify each subscriber of FT shares for any additional taxes payable by such subscriber as a result of the company's failure to renounce the qualifying expenditures. It is expected that expenditures will largely be focused on the upcoming 30-to-35-hole, 7,000-metre drill program at the East Preston uranium project, located in the western Athabasca basin, Saskatchewan, Canada.

The net proceeds from the sale of NFT units will be used primarily for: the continued development of the company's East Preston uranium project; working capital; and general corporate purposes.

All securities issuable in connection with the placement are subject to a statutory hold period, in accordance with applicable securities laws, until: (i) Jan. 30, 2022, in the case of the first tranche of the placement; and (ii) Feb. 13, 2022, in the case of the final tranche of the placement. In connection with the closing of the final tranche of the placement, the company paid finders' fees totalling $135,600 and issued a total of 1,899,047 finders' warrants. Each finder's warrant is exercisable into one common share of the company at a price of seven cents until Oct. 12, 2024.

The placement included participation by insiders of the company in the aggregate amount of 28,714,285 NFT units and 266,666 FT units. The participation in the placement by these insiders constitutes a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. In connection with the participation by insiders, the company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 set forth in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value (as determined under MI 61-101) of the participation did not exceed 25 per cent of the market capitalization of the company (as determined under MI 61-101).

About Azincourt Energy Corp.

Azincourt Energy is a Canadian-based resource company specializing in the strategic acquisition, exploration and development of alternative energy/fuel projects, including uranium, lithium and other critical clean-energy elements. The company is currently active at its majority-controlled (joint venture) East Preston uranium project in the Athabasca basin, Saskatchewan, Canada, and the Escalera Group uranium-lithium project, located on the Picotani Plateau in southeastern Peru.

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