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Orefinders Amends Terms of Private Placement Due to Strong Demand

 

NOT FOR DISSEMINATION, DISTRIBUTION, RELEASE, OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES

 

TORONTO, ONTARIO – September 9, 2020 – Orefinders Resources Inc. (“Orefinders” or the “Company”) (TSX.V: ORX) is pleased to announce that due to strong demand it has amended the terms of the private placement previously announced on August 31, 2020.  Echelon Wealth Partners Inc. (“Echelon”) has agreed to sell, on a “best efforts” private placement basis a combination of:

 

  • Approximately C$2,300,000 in common share units (the “Units”) of the Company at a price of C$0.10 per Unit. Each Unit will consist of one common share of the Company (a “Unit Share”) and one-half of one common share purchase warrant (each whole warrant a “Warrant”), with each Warrant entitling the holder thereof to acquire one common share of the Company at a price C$0.15 for a period of 2 years following the closing of the offering.

 

  • Approximately C$1,800,000 in flow-through units (the “FT Units”) of the Company at a price of C$0.12 per FT Unit. Each FT Unit will consist of one common share of the Company (a “FT Unit Share”) and one-half of one common share purchase warrant (each whole warrant a “FT Warrant”), with each FT Warrant entitling the holder thereof to acquire one common share of the Company at a price C$0.18 for a period of 2 years following the closing of the offering; and

 

  • Approximately C$1,400,000 in charity flow-through units (the “Charity FT Units”, collectively with Units and FT Units, the “Offered Securities”) of the Company at a price of C$0.14 per Charity FT Unit. Each Charity FT Unit will consist of one common share of the Company (a “Charity FT Unit Share”) and one-half of one common share purchase warrant (each whole warrant a “Charity FT Warrant”), with each Charity FT Warrant entitling the holder thereof to acquire one common share of the Company at a price C$0.18 for a period of 2 years following the closing of the offering.

 

It is anticipated that the net proceeds from the offering will be used to fund the Company’s exploration activities, and for general corporate purposes.  The gross proceeds received by the Company from the sale of the FT Units and Charity FT Units will be used to incur Canadian Exploration Expenses (“CEE”) that are “flow-through mining expenditures” (as such terms are defined in the Income Tax Act (Canada)) on the Company’s properties in Ontario, which will be renounced to the subscribers with an effective date no later than December 31, 2020, in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of FT Units and Charity FT Units.

 

Echelon will receive a cash commission (the “Commission”) equal to 7.0% of the gross proceeds from the offering, excluding gross proceeds from the issuance of Offered Securities on a president’s list to be agreed upon by the Company and Echelon (the “President’s List“) for which a commission of 3.5% of such gross proceeds will be paid by the Company to Echelon.  The Company shall issue to Echelon compensation options (the “Compensation Options”) equal to 7.0% of the number of Offered Securities sold under the offering excluding the President’s List and 3.5% of the number of Units and FT Units sold under the offering to subscribers on the President’s List.  Each Compensation Option shall entitle the holder thereof to subscribe for one Unit at the applicable issue price for a period of 24 months from the Closing Date.

 

The offering is scheduled to close on or about September 30, 2020 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the TSX Venture Exchange and the securities regulatory authorities.

 

The securities to be offered pursuant to the offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

 

About Orefinders Resources Inc.

Orefinders is a Gold exploration and development company focused in the Kirkland Lake District of Ontario’s Abitibi Greenstone Belt. The Company is listed on the TSX Venture Exchange under the symbol ORX. To Speak to the Company directly, please contact:

 

Stephen Stewart, Chief Executive Officer

Phone:  416.644.1567

Email:  sstewart@orefinders.ca

www.orefinders.ca

 

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Certain information in this press release may contain forward-looking statements. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. Orefinders’ assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward looking-statements unless and until required by securities laws applicable to Orefinders. Additional information identifying risks and uncertainties is contained in filings by Orefinders with Canadian securities regulators, which filings are available under Orefinders’ profile at www.sedar.com