Mr. Maurizio Napoli reports
CRYSTAL LAKE ANNOUNCES CLOSING OF FIRST TRANCHE OF NON-BROKERED PRIVATE PLACEMENT AND AMENDMENT TO LETTER OF INTENT
Crystal Lake Mining Corp., further to its news release dated Nov. 14, 2019, has closed the first tranche of its non-brokered private placement through the issuance of 15,513,250 units at 10 cents per unit for gross proceeds of $1,551,325 and 2,557,693 flow-through (FT) units at 13 cents per FT unit for gross proceeds of $332,500. The gross proceeds raised in the unit and FT unit private placements totalled $1,883,825.
Unit private placement
Each unit consists of one common share and one transferable warrant, with each warrant entitling the holder to purchase one additional share at an exercise price of 15 cents per share for a period of five years from the closing date, provided that in the event that the closing price of the company's shares on the TSX Venture Exchange (or such other exchange on which the company's shares may become traded) is 75 cents or greater per share during any 20-consecutive-trading-day period at any time subsequent to four months and one day after the closing date, the warrants will expire at 4 p.m. Vancouver time on the 30th day after the date on which the company provides notice of such accelerated expiry to the holders of the warrants.
FT unit private placement
Each flow-through unit consists of one flow-through share in the capital of the company and one warrant, with each warrant entitling the holder to purchase one share for two years from the closing date at an exercise price of 20 cents per share.
Insiders of the company subscribed for 355,000 units, with Wally Boguski, chief operating officer and a director of the company, subscribing for 300,000 units and Lawrence Roulston, a director of the company, subscribing for 55,000 units. As a result, the private placement is a related party transaction (as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions). The company relied upon Section 5.5(a), Fair Market Value Not More Than $2.5-million, and Section 5.5(c), the Distribution of Securities for Cash, and exemptions from the formal valuation and minority shareholder approval requirements, respectively, under MI 61-101.
The company paid finders' fees of 8 per cent in cash and 8 per cent in finders' warrants to Qwest Investment Fund Management Ltd., Foundation Markets Inc., PI Financial Corp., Canaccord Genuity Corp. and Haywood Securities Inc. The finders' warrants issued in the private placement of units are exercisable at 15 cents per share for two years from the date of issuance and the finders' warrants issued in the private placement of FT units are exercisable at 20 cents per share for 18 months from the date of issuance.
The proceeds from the private placement will be used for continued exploration at the company's Newmont Lake project, and for working capital and general corporate purposes.
Amendment to letter of intent
The company also announces that, further to its news release dated June 24, 2019, it has entered into an amendment (amendment No. 1) to the binding letter of intent (LOI) entered into with Lorne Warren with respect to acquiring a 100-per-cent interest in the Foremore claims, located to the northern boundary of the company's 551-square-kilometre Newmont Lake project in northwest British Columbia's Eskay camp.
Pursuant to amendment No. 1, subject to the receipt of the final approval from the TSX-V of the plan of arrangement between the company and Sassy Resources Corp.: (a) Mr. Warren confirmed his consent to the assignment of the LOI to Sassy, and has agreed to accept all future cash payment and all share issuances (including the first share issuance) from Sassy; and (b) Sassy agreed to assume all the obligations of the company pursuant to the LOI.
About Crystal Lake Mining
Crystal Lake Mining is a Canadian-based junior exploration company focused on building shareholder value through high-grade discovery opportunities in B.C. and Ontario. The company has an option to earn a 100-per-cent interest in the Newmont Lake project, one of the largest land packages among juniors in the broader Eskay region in the heart of northwest B.C.'s Golden Triangle.
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