Canadian Spirit Resources Inc. Announces Closing of Previously Announced Private Placement and Shares for Debt Transaction
November 09 2020 - 7:55PM
Canadian Spirit Resources Inc. ("CSRI" or the
"Corporation") (TSXV:SPI) (OTCBB:CSPUF) is pleased to
announce that it has closed its previously announced non-brokered
private placement offering (the "
Offering") and
issued 20,000,000 units of the Corporation
("
Units"), at a price of $0.05 per Unit, for
aggregate gross proceeds of $1,000,000 and has also completed its
previously announced shares for debt transaction whereby the
Corporation settled $600,000 in outstanding debt to Elmag
Investments Inc. (Investissements Elmag Inc.)
("
Elmag") by issuing 12,000,000 common shares in
the capital of the Corporation ("
Common Shares")
at an issuance price of $0.05 per Common Share (the "
Debt
Settlement").
Each Unit consists of one Common Share and one
Common Share purchase warrant (a "Warrant"). Each
Warrant entitles the holder thereof to purchase one Common Share at
a price of $0.08 for a period of two years after closing of the
Offering. All of the Units issued under the Offering were purchased
by Elmag who is an insider and control person of the
Corporation.
The net proceeds of the Offering will be used
for various field activities and initiatives, and for general
corporate purposes. All the securities issued pursuant to the
Offering will be subject to a four-month restricted resale period
under Canadian securities laws.
The Offering and the Debt Settlement are
considered related party transactions within the meaning of TSX
Venture Exchange (the "TSXV") Policy 5.9 and
Multilateral Instrument 61–101 – Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). The
Corporation has relied on the exemptions from formal valuation and
minority approval contained in Section 5.5(b) and Section 5.7(g),
respectively, of MI 61-101. The Common Shares are only traded on
the facilities of the TSXV and the Corporation's board of directors
have unanimously determined (with Luigi Liberatore abstaining) that
the Corporation meets the financial hardship requirements of
Section 5.7(g) of MI 61-101, the Offering and Debt Settlement are
designed to improve the financial position of the Corporation, and
the terms of such transactions are reasonable in the circumstances
of the Corporation. Further details will be provided in the
Corporation’s material change report to be filed on SEDAR.
The Corporation did not file a material change
report in respect of the related party transactions more than 21
days prior to the closing of the Offering or completion of the Debt
Settlement, which the Corporation deems reasonable in the
circumstances so as to be able to avail itself of the proceeds of
the Offering and improve the Corporation's financial circumstances
in an expeditious manner.
The Offering and the Debt Settlement are subject
to all necessary regulatory and stock exchange approvals, including
buy not limited to approval of the TSXV. The securities issued
pursuant to the Offering and the Debt Settlement are subject to a
hold period expiring March 7, 2021, in accordance with applicable
Canadian securities law.
CSRI is a natural resource company focusing on
the identification and development of opportunities in the
unconventional natural gas sector of the energy industry.
Information regarding CSRI is available on SEDAR
at www.sedar.com or the Corporation's website at www.csri.ca.
On behalf of the Board of Directors
CANADIAN SPIRIT RESOURCES INC.
"Louisa DeCarlo"
President and Chief Executive Officer
For further information, please contact: Canadian
Spirit Resources Inc. Telephone (403) 618-2113 Louisa DeCarlo
(louisa@danrichresources.com)
Forward-looking Information Cautionary
Statement
This press release contains forward-looking
statements. The forward-looking statements in this press release
are based on certain expectations and assumptions made by the
Corporation. Although the Corporation believes that the
expectations and assumptions on which the forward-looking
statements are based are reasonable, undue reliance should not be
placed on the forward-looking statements because the Corporation
can give no assurance that they will prove to be correct. Since
forward-looking statements address future events and conditions, by
their very nature they involve inherent risks and uncertainties.
Actual results could differ materially from those currently
anticipated due to a number of factors and risks. These include,
but are not limited to, risks associated with adverse market
conditions, receipt of TSXV and other regulatory approvals of the
Offering and the Debt Settlement, and changes in the Corporation's
business plans. Forward-looking statements are based on estimates
and opinions of management of the Corporation at the time the
statements are presented. The Corporation may, as considered
necessary in the circumstances, update or revise such
forward-looking statements, whether as a result of new information,
future events or otherwise, but the Corporation undertakes no
obligation to update or revise any forward-looking statements,
except as required by applicable securities laws.
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 NEWS RELEASE
Canadian Spirit Resources (TSXV:SPI)
Historical Stock Chart
From Nov 2024 to Dec 2024
Canadian Spirit Resources (TSXV:SPI)
Historical Stock Chart
From Dec 2023 to Dec 2024