TSXV – BEN.H
VANCOUVER, BC, Sept. 20,
2024 /CNW/ - Butte Energy Inc. (TSXV:
BEN.H) (the "Company") is pleased to announce that, further
to its news release of September 3,
2024, the Company has closed its over-subscribed
non-brokered private placement (the "Private Placement") for
gross proceeds of $15,270,230.
In closing the Private Placement, the Company issued an
aggregate of 101,801,536 common shares (each, a "Share") at a price
of $0.15 per Share. All
securities issued in connection with the Private Placement are
subject to a four month and one day statutory hold period expiring
on January 21, 2025.
A total of $135,187.50 in finder's
fees were payable by the Company in connection with the Private
Placement to Haywood Securities Inc., Canaccord Genuity Corp. and
Raymond James Ltd.
Proceeds of the financing will be used to fund the previously
announced acquisition of the El Quevar silver project (the
"Project") in Argentina,
further exploration on the Project, and general working capital
purposes.
Related Parties
Three (3) insiders of the Company participated in the Private
Placement and acquired an aggregate of 11,265,000 Shares. The
purchases by these insiders constitute "related party transactions"
within the meaning of Multilateral Instrument 61-101 – Protection
of Minority Security Holders in Special Transactions ("MI
61-101"). The issuances are exempt from the formal valuation
and minority shareholder approval requirements of MI 61-101 as they
are distributions of securities for cash and the fair market value
of the Shares issued to, and the consideration paid by, the
insiders did not exceed 25% of the Company's market capitalization.
No new insiders were created, nor any change of control occurred,
as a result of the Private Placement.
Early Warning
In connection with this Private Placement Mr. Frank Giustra, through two of his related
entities, acquired ownership and direction or control over
10,000,000 Common Shares representing 5.97% of the issued and
outstanding common shares of the Company. Mr. Giustra now owns
and/or controls, in aggregate, directly or indirectly, 23,040,000
common shares of the Company representing 13.76% of the issued and
outstanding share capital of the Company, on an undiluted and
partially diluted basis.
The Company has been advised that Mr. Giustra and his related
entities acquired these securities for investment purposes only,
and this acquisition of securities will be disclosed in an Early
Warning Report to be filed on SEDAR+. Mr. Giustra may in the
future acquire or dispose of securities of the Company, through the
market, privately or otherwise, as circumstances or market
conditions warrant.
Loan to the Company
In order to pay for the second US$500,000 payment due on signing the Definitive
Agreement (as disclosed in the Company's press release dated
September 3, 2024), costs of 43-101
preparation and regulatory fees, a group of third parties (the
"Lenders") have advanced $925,000
(the "Loan") to the Company. In consideration for making the Loan,
the Lenders will receive 5,800,000 common share purchase warrants
in the Company at an exercise price of $0.16 per common share for a period of one year
from the date of issue.
On behalf of BUTTE ENERGY INC.
"Geir Liland"
Chief Executive Officer
Neither the 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.
Statements included in this announcement, including
statements concerning our plans, intentions and expectations, which
are not historical in nature are intended to be, and are hereby
identified as, "forward‐ looking statements".
Forward‐looking statements may be identified by words
including "anticipates", "believes", "intends", "estimates",
"expects" and similar expressions. The Company cautions readers
that forward‐looking statements, including without
limitation those relating to the Company's future operations and
business prospects, are subject to certain risks and uncertainties
that could cause actual results to differ materially from those
indicated in the forward‐looking statements.
SOURCE Butte Energy Inc.
