Mr. Marz Kord reports
WALLBRIDGE ANNOUNCES CLOSING OF $7.9 MILLION PRIVATE PLACEMENT
Wallbridge Mining Company Ltd. has closed a non-brokered private placement for aggregate gross proceeds of $7.9-million through the issuance of 7,999,700 common shares in the company. A total of 2,590,700 common shares were issued on a flow-through basis (super FT shares) at a price of $1.05 per super FT share and 5,409,000 common shares in the capital of the company on a flow-through basis (national FT shares) at a price of 95 cents per national FT share. Collectively, the super FT shares and the national FT shares are the offered securities.
"The completion of this financing gives us additional financial flexibility to achieve our goals of advancing Fenelon and pursing additional advanced-stage projects which would add to the company's near-term project pipeline," said Marz Kord, Wallbridge's president and chief executive officer. "We are also pleased that Eric Sprott has chosen to participate in this private placement."
The gross proceeds from the issuance of the offered securities will be used for Canadian exploration expenses and will qualify as flow-through mining expenditures, as defined in Subsection 127(9) of the Income Tax Act (Canada). The super FT shares will also qualify for the two 10-per-cent enhancements under Section 726.4.9 and Section 722.214.171.124 of the Quebec Taxation Act. The offered securities will be renounced with an effective date no later than Dec. 31, 2019, to the initial purchasers of the offered securities in an aggregate amount not less than the gross proceeds raised.
In connection with the offering, the company paid a cash finder's fee of $300,014. All securities issued under the offering will be subject to a four-month hold period from the date of issuance in accordance with applicable securities laws. The offering is subject to final acceptance of the Toronto Stock Exchange.
The offering constituted a related-party transaction within the meaning of Multilateral Instrument 61-101 as Mr. Sprott, a reporting insider of the company, subscribed for 2,967,000 national FT shares pursuant to the offering. The company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the participation in the offering by Mr. Sprott does not exceed 25 per cent of the market capitalization of the company, as determined in accordance with MI 61-101. The company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the offering, which the company deems reasonable in the circumstances in order to complete the offering in an expeditious manner.
About Wallbridge Mining Company Ltd.
Wallbridge is establishing a pipeline of projects that will support sustainable 100,000-ounce-plus annual gold production, as well as organic growth through exploration and scalability.
We seek Safe Harbor.
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