Mr. Paul Sobie reports
CHURCHILL RESOURCES ANNOUNCES COMPLETION OF $2.5M PRIVATE PLACEMENT
Further to the news release dated July 10, 2024, Churchill Resources Inc. has closed its previously announced non-brokered private placement consisting of the sale of 50 million units of the company at a price of five cents per unit for gross proceeds of $2.5-million. Each unit was composed of one common share of Churchill and one common share purchase warrant. Each warrant entitles the holder to acquire one common share at a price of 15 cents at any time prior to the date which is two years following the completion of the offering.
The company intends to use the net proceeds from the offering on the exploration of the company's key nickel projects in Newfoundland and Labrador and for general working capital purposes.
In connection with the offering, the company paid eligible finders a cash fee of $131,950, which was equal to 7.0 per cent of the gross proceeds raised by the company from the sale of units to subscribers directly introduced to the company by such finders. In addition, the company issued 2,639,000 non-transferable finders' warrants to eligible finders equal to 7.0 per cent of the number of units sold in the offering to subscribers directly introduced to the company by such eligible finders. Each finder's warrant will entitle the holder to acquire one common share at a price of five cents for a period of 24 months following the completion of the offering.
The securities issued pursuant to the offering will be subject to a statutory hold period of four months and one day from the closing date of the offering.
Certain insiders of the company acquired an aggregate of 10.4 million units in the offering. Participation by such insiders in the offering will be considered a related-party transaction pursuant to Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the insider participation in the offering in reliance of sections 5.5(a) and 5.7(1)(a) of MI 61-101. A material change report will be filed in connection with the participation of the insiders in the offering fewer than 21 days in advance of the closing of the offering, which the company deemed reasonable in the circumstances so as to be able to avail itself of potential financing opportunities and complete the offering in an expeditious manner.
About Churchill Resources Inc.
Churchill is a Canadian exploration company focused on high-grade, magmatic nickel sulphides in Canada, principally at its prospective Taylor Brook and Florence Lake properties in Newfoundland and Labrador. The Churchill management team, board and its advisers have decades of combined management experience in mineral exploration and in the establishment of successful publicly listed mining companies, both in Canada and around the world. Churchill's Taylor Brook and Florence Lake projects have the potential to benefit from the province's large and diversified mineral industry, which includes world-class nickel mines and processing facilities, and a well-developed mineral exploration sector with locally based drilling and geological expertise.
The technical and scientific information in this news release has been reviewed and approved by Dr. Derek H.C. Wilton, PGeo, FGC, and Jeremy S. Brett, PGeo, each of whom is a qualified person as defined under National Instrument 43-101 (Standards of Disclosure for Mineral Projects). Mr. Wilton is an honorary research professor of economic geology at Memorial University, and Mr. Brett is a senior geophysical consultant. Each of Mr. Wilton and Mr. Brett is independent of the company for the purposes of NI 43-101.
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