VANCOUVER, BC, Aug. 31, 2020 /CNW/ - Heatherdale
Resources Ltd. ("Heatherdale" or the "Company")
(TSXV: HTR) announces that the consolidation described in its
August 27, 2020 press release is now
effective and that it has closed its previously announced private
placement of common shares (the "Offering"). A total
of 7,275,000 post consolidation common shares (the "Common
Shares") were sold at price of CDN$0.80 per Common Share, for aggregate gross
proceeds of CDN$5,820,000.
The net proceeds of the Offering will be used to fund
exploration activities on the Company's Niblack Cu-Au-Zn-Ag project
located in Alaska and working
capital purposes.
The Company will pay aggregate finder's fees of CDN$249,900 and 312,375 share purchase warrants
(the "Finder's Warrants") in connection with subscriptions
from subscribers introduced by certain finders. Each Finder
Warrant is exercisable to acquire one share in the capital of the
Company at an exercise price of $0.90
per share until August 31, 2021.
Certain insiders of the Company acquired 37,500 Common Shares
pursuant to the Offering. Such participation is considered to be a
"related party transaction" as defined under Multilateral
Instrument 61-101 ("MI 61-101"). 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 insiders does not exceed 25% of
the market capitalization of the Company, as determined in
accordance with MI 61-101. The Company did not file a material
change report more than 21 days before the expected closing of the
Offering, as the details of the Offering were not settled until
shortly prior to closing and the Company wished to close on an
expedited basis for sound business reasons and in a timeframe
consistent with usual market practices for transactions of this
nature.
The Offering remains subject to final approval of the TSX
Venture Exchange. The Common Shares and the Finder's Warrants
issued under the Offering are subject to a statutory hold period of
four months plus one day.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in
the United States. The securities
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities
Act") or any state securities laws and may not be offered or
sold within the United States or
to U.S. Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
About Heatherdale
Heatherdale Resources Ltd. owns 100% of the high-grade Niblack
copper-gold-zinc-silver VMS project, located adjacent to tidewater
in southeast Alaska. For more information on Heatherdale, visit the Company's website at
www.heatherdaleresources.com.
On behalf of the Board of Directors
"Robert McLeod"
Robert McLeod, P.Geo
President, CEO and Director
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.
Cautionary Note Regarding Forward-Looking Statements:
This release includes certain statements and information that
may constitute forward-looking information within the meaning of
applicable Canadian securities laws. Forward-looking
statements relate to future events or future performance and
reflect the expectations or beliefs of management of the Company
regarding future events. Generally, forward-looking statements and
information can be identified by the use of forward-looking
terminology such as "intends" or "anticipates", or variations of
such words and phrases or statements that certain actions, events
or results "may", "could", "should", "would" or "occur". This
information and these statements, referred to herein as
"forward–looking statements", are not historical facts, are
made as of the date of this news release and include without
limitation, statements regarding the use of proceeds of the
Offering. These forward–looking statements involve numerous
risks and uncertainties and actual results might differ materially
from results suggested in any forward-looking statements. These
risks and uncertainties include, among other things, receipt of
regulatory approvals of the Offering, market volatility; the state
of the financial markets for the Company's securities; and changes
in the Company's business plans. In making the forward looking
statements in this news release, the Company has applied several
material assumptions that the Company believes are reasonable,
including without limitation, that required regulatory approvals
will be obtained and the Company will continue with its stated
business objectives. Although management of the Company has
attempted to identify important factors that could cause actual
results to differ materially from those contained in
forward-looking statements or forward-looking information, there
may be other factors that cause results not to be as anticipated,
estimated or intended. There can be no assurance that such
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on
forward-looking statements and forward-looking information. Readers
are cautioned that reliance on such information may not be
appropriate for other purposes. The Company does not undertake to
update any forward-looking statement, forward-looking information
or financial out-look that are incorporated by reference herein,
except in accordance with applicable securities laws. The Company
seeks safe harbor.
For more information on the Company, investors should review the
Company's continuous disclosure filings that are available at
www.sedar.com.
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SOURCE Heatherdale Resources Limited