Brunswick Exploration Closes Upsized Non-Brokered Private Placement of $4.8M
20 December 2024 - 11:00PM
Brunswick Exploration Inc. (TSX-V: BRW, OTCQB:
BRWXF; FRANKFURT:1XQ; “
BRW” or the
“
Company”) is pleased to announce the closing of
its previously announced non-brokered private placement (the
"
Offering") which was upsized with aggregate gross
proceeds of $4,809,370.20 from the sale of the following:
- 11,755,382 Common
Shares of the Corporation (each, a “Common Share”)
sold to Québec purchasers as “flow-through shares” within the
meaning of the Income Tax Act (Canada) (the “Tax
Act”) and the Taxation Act (Québec) (the “Québec
Tax Act”) (each, a “Québec FT Share”) at
a price of $0.23 per Québec FT Share for gross proceeds of
$2,703,737.86;
- 4,837,242 Common
Shares sold to Canadian purchasers as “flow-through shares” within
the meaning of the Tax Act (each, a “National
FT Share”) at a price of $0.215 per National FT
Share for gross proceeds of $1,040,007.03; and
- 3,437,501 Common
Shares sold to Canadian purchasers as “Charity flow-through shares”
(each, a “Charity FT Share”, and
collectively with the Québec FT Shares and the National FT Shares,
the “Offered Shares”) at a price of $0.31 per
Charity FT Share for gross proceeds of $1,065,625.31.
Mr. Killian Charles, President and CEO,
commented: “I’m pleased to see such strong support from existing
shareholders and board members in this financing. With this fresh
injection of capital, BRW will continue to advance its Mirage
Project alongside the rest of its Quebec portfolio in a financially
sustainable fashion. Looking to 2025, we will announce final
results from our Q3 2024 drill campaign at Mirage alongside
metallurgical results. This will then lead to a new winter drill
campaign at Mirage; more details on this campaign will be shared in
January.”
In connection with the Offering, the Corporation
paid finder's fees to arm's length third parties in an amount of
$170,872.79.
Insiders of the Corporation participated in the
Offering and were issued an aggregate of 2,887,501 Common Shares.
Such participation in the Offering is a "related party transaction"
as defined in Regulation 61-101 respecting Protection of Minority
Security Holders in Special Transactions ("Regulation 61-101"). The
Offering is exempt from the formal valuation and minority
shareholder approval requirements of Regulation 61-101 as neither
the fair market value of the securities issued to insiders nor the
consideration for such securities by insiders exceed 25% of the
Corporation's market capitalization.
The Offering remains subject to the final
approval of the TSX Venture Exchange
(“TSX-V”).
The Offered Shares are subject to a statutory
four month and one day hold period. The Offered Shares have not
been, and will not be, registered under the United States
Securities Act, or any state securities laws, and accordingly may
not be offered or sold within the United States except in
compliance with the registration requirements of the U.S.
Securities Act and applicable state securities requirements or
pursuant to exemptions therefrom. This press release does not
constitute an offer to sell or a solicitation to buy any securities
in any jurisdiction.
About Brunswick Exploration
Brunswick Exploration is a Montreal-based
mineral exploration company listed on the TSX-V under symbol BRW.
The Corporation is focused on grassroots exploration for lithium, a
critical metal necessary to global decarbonization and energy
transition. The Corporation is rapidly advancing the most extensive
grassroots lithium property portfolio in Canada and in
Greenland.
Investor
Relations/information
Mr. Killian Charles, President
(info@BRWexplo.com)
Cautionary Statement on Forward-Looking
Information
This news release contains “forward-looking
information” within the meaning of applicable Canadian securities
legislation based on expectations, estimates and projections as at
the date of this news release. Such forward-looking information
includes, but is not limited to, statements concerning the
Corporation’s expectations with respect to the use of proceeds and
the use of the available funds following completion of the
Offering. Forward-looking information involves risks, uncertainties
and other factors that could cause actual events, results,
performance, prospects and opportunities to differ materially from
those expressed or implied by such forward-looking information.
Factors that could cause actual results to differ materially from
such forward-looking information include, but are not limited to,
delays in obtaining or failures to obtain required governmental,
environmental or other project approvals; uncertainties relating to
the availability and costs of financing needed in the future;
changes in equity markets; inflation; fluctuations in commodity
prices; delays in the development of projects; the other risks
involved in the mineral exploration and development industry; and
those risks set out in the Corporation’s public documents filed on
SEDAR+ at www.sedarplus.ca. Although the Corporation believes that
the assumptions and factors used in preparing the forward-looking
information in this news release are reasonable, undue reliance
should not be placed on such information, which only applies as of
the date of this news release, and no assurance can be given that
such events will occur in the disclosed time frames or at all. The
Corporation disclaims any intention or obligation to update or
revise any forward-looking information, whether as a result of new
information, future events or otherwise, other than as required by
law.
Neither the TSX-V nor its Regulation Services
Provider (as that term is defined in the policies of the TSX-V)
accepts responsibility for the adequacy or accuracy of this news
release.
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