/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
CALGARY,
AB, July 16, 2024 /CNW/ - Alpha Exploration
Ltd. (TSXV: ALEX) (the "Company") announces
today that it has entered into an agreement pursuant to which
Cormark Securities Inc. ("Cormark") and Canaccord Genuity
Corp. have agreed to act as co-lead agents and bookrunners (the
"Lead Agents"), on behalf of a syndicate of agents
(the "Agents") in connection with a brokered private
placement of 6,670,000 ordinary shares (the "Shares")
of the Company on a "best efforts" agency basis at a price of
$0.90 per Share for aggregate
gross proceeds to the Company of $6.0
million (collectively, the "Offering"). In addition,
the Agents have been granted an option exercisable, in whole or in
part, up to the closing date to sell up to an additional 1,000,500
Shares at the Offering Price for additional proceeds of
C$900,450.
The net proceeds from the Offering will be used for exploration
and development activities at the Company's projects in
Eritrea, working capital and
general corporate purposes.
The Offering is expected to close on or about July 30, 2024, or such other date as the Company
and Cormark may agree and is subject to certain conditions
including, but not limited to, the receipt of all necessary
regulatory and other approvals including the conditional approval
of the TSX Venture Exchange.
Subject to compliance with applicable regulatory requirements
and in accordance with National Instrument 45-106 – Prospectus
Exemptions ("NI 45-106"), the Shares will be offered for
sale in each of the provinces of Canada (other than the province of
Quebec) pursuant to the listed
issuer financing exemption under Part 5A of NI 45-106 (the
"Listed Issuer Financing Exemption") and is such other
jurisdictions as may be agreed between the Company and the Agents,
provided that no prospectus, registration statement or similar
document is required to be filed in such jurisdictions. The
Ordinary Shares will not be subject to resale restrictions pursuant
to applicable Canadian securities laws.
There is an offering document related to the Offering and the
use by the Company of the Listed Issuer Financing Exemption that
can be accessed under the Company's profile on SEDAR+ at
www.sedarplus.ca. Prospective investors should read this offering
document before making an investment decision.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of any
of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful, including any of the
securities in the United States of
America. The securities have not been and will not be
registered under the United States
Securities Act of 1933, as amended (the "1933 Act")
or any state securities laws and may not be offered or sold within
the United States or to, or for
account or benefit of, U.S. persons unless registered under the
1933 Act and applicable state securities laws, or an exemption from
such registration requirements is available. "United States" and
"U.S. person" have the meaning ascribed to them in Regulation S
under the 1933 Act.
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.
Forward-Looking Statements
This news release includes certain forward-looking statements
concerning the use of proceeds of the Offering, the use of proceeds
of the Offering, the future performance of our business, its
operations and its financial performance and condition, as well as
management's objectives, strategies, beliefs and intentions.
Forward-looking statements are frequently identified by such words
as "may", "will", "plan", "expect", "anticipate", "estimate",
"intend" and similar words referring to future events and results.
Forward-looking statements are based on the current opinions and
expectations of management. All forward-looking information is
inherently uncertain and subject to a variety of assumptions, risks
and uncertainties, including the speculative nature of mineral
exploration and development, fluctuating commodity prices, changes
in interest and currency exchange rates, risks relating to
inaccurate geological and engineering assumptions (including with
respect to the tonnage, grade and recoverability of reserves and
resources); risks relating to unanticipated operational
difficulties (including failure of equipment or processes to
operate in accordance with specifications or expectations, cost
escalation, unavailability of materials and equipment, government
action or delays in the receipt of government approvals, industrial
disturbances or other job action, and unanticipated events related
to health, safety and environmental matters); risks relating to
adverse weather conditions; political risk and social unrest;
changes in general economic conditions or conditions in the
financial markets; changes in laws (including regulations
respecting mining concessions), competitive risks and the
availability of financing, as described in more detail in our
recent securities filings available at under the Company's profile
on SEDAR+ at www.sedarplus.ca. Actual events or results may differ
materially from those projected in the forward-looking statements
and we caution against placing undue reliance thereon. We assume no
obligation to revise or update these forward-looking statements
except as required by applicable law.
SOURCE Alpha Exploration Ltd.
