Mr. Nick Rodway reports
CORE ASSETS ANNOUNCES CLOSING OF PRIVATE PLACEMENT AND OVERSUBSCRIBED FLOW-THROUGH PRIVATE PLACEMENT FOR GROSS PROCEEDS OF $962,860.00
Core Assets Corp. has closed its previously announced, non-brokered private placement, as described in its news release dated Aug. 13, 2021, pursuant to which it has issued an aggregate of 11,012,000 units at a price of 5.5 cents per unit for gross proceeds of $605,660. Each unit comprises one common share in the capital of the company and one-half of one transferable share purchase warrant. Each warrant will entitle the holder to purchase one additional share in the capital of the company for a period of 24 months from the closing date at an exercise price of 25 cents.
The company has also completed its previously announced, non-brokered, flow-through private placement, as described in its news release dated Aug. 25, 2021, pursuant to which it has issued an aggregate of 4,465,000 shares, issued on a flow-through basis pursuant to the Income Tax Act (Canada) and the Taxation Act (British Columbia), at a price of eight cents per share for aggregate gross proceeds of $357,200. The offering was oversubscribed by $37,200.
The company did not pay any cash finders' fees in connection with the offering or the flow-through offering.
The aggregate gross proceeds from the sale of the offering and the flow-through offering will be used for working capital and for an expanded exploration program on the company's Atlin mining district project.
The securities issued under the offering and the flow-through offering, and the shares that may be issuable on the exercise of the warrants, are subject to a statutory hold period expiring one year from the date of closing.
Nicholas Rodway, chief executive officer and a director of the company, was issued 2.05 million units under the offering and 1.56 million shares under the flow-through offering, Scott Rose, a director of the company, was issued 1.46 million units under the offering, and Sean Charland, a director of the company, was issued 910,000 units under the offering and 625,000 shares under the flow-through offering, each of which constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The issuance to the insiders is exempt from the formal valuation requirement of MI 61-101 by virtue of the exemption contained in Section 5.5(b), as the company's shares are not listed on a specified market, and from the minority shareholder approval requirement of MI 61-101 by virtue of the exemption contained in Section 5.7(a) of MI 61-101, as the fair market value of the consideration for the securities issued to the related parties did not exceed 25 per cent of the company's market capitalization.
Additionally, Core Assets has engaged TDM Financial to provide the company with marketing solutions, beginning on Aug. 25, 2021. The marketing solutions will include: content creation and distribution; press release distribution; video production; and a social media presence. Since 2007, TDM Financial has helped greater than 400 private and public companies raise millions of dollars and attract new, educated stakeholders. The promotional activities under this contract will take place though various social media platforms and other Web-based channels.
In consideration for the services provided by TDM Financial, Core Assets has agreed to pay $30,000 (U.S.) upon the execution of the agreement, with the agreement in effect until Jan. 15, 2022. The company is at arm's length from TDM Financial.
About Core Assets Corp.
Core Assets is a Canadian mineral exploration company focused on the acquisition and development of mineral projects in British Columbia, Canada. The company currently holds the Blue property, which covers a land area of 26,100 hectares (261 square kilometres). The project lies within the Atlin mining district, a well-known gold mining camp. The property hosts a major structural feature known as the Llewellyn fault zone (LFZ). This structure is approximately 140 kilometres in length and runs from the Yukon border down through the property to the Alaskan Panhandle Juneau ice sheet in the United States. Core Assets believes that the South Atlin Lake area and the LFZ have been neglected since the last major exploration campaigns in the 1970s. The LFZ plays an important role in mineralization of near-surface metal occurrences across the property. The past 50 years have seen substantial advancements in the understanding of porphyry, skarn and carbonate-replacement-type deposits, both globally and in British Columbia's Golden Triangle. The company has leveraged this information at the Blue property to develop an exploration model and believes this could facilitate a major discovery. Core Assets is excited to become one of Atlin mining district's premier explorers, where its team believes there are substantial opportunities for new discoveries and development.
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