Puma Exploration Closes Private Placement Offerings for Gross Proceeds of $1,008,035
May 11 2023 - 6:00AM
Puma Exploration Inc. (TSXV: PUMA, OTCQB: PUMXF) (the “Company” or
“Puma”) announces that it has closed the first tranche of a
non-brokered placement (the “
FT Private
Placement”) consisting of 2,854,243 flow-through units
(the “
FT Units”) at $0.185 per FT Unit for gross
proceeds of C$528,035. Each FT Unit is comprised of one
flow-through share and one-half common share purchase warrant. Each
whole warrant is exercisable to purchase one common share of the
Company at $0.22 per share until May 11, 2025. The
Company expects to close the balance of the FT Private Placement
consisting of up to 7,145,757 FT Units for gross proceeds of up
to $1,321,965, in one or more additional tranches.
Puma also closed a non-brokered private
placement offering (the “Private Placement”) of
3,000,000 units (each, a “Unit”) of the Company at
$0.16 per Unit for gross proceeds of $480,000. Each Unit is
comprised of one common share and one common share purchase
warrant. Each warrant is exercisable to purchase one common share
of the Company at $0.22 per share until May 11, 2025.
The warrants are subject to an acceleration
clause that entitles the Company to provide notice (the
"Acceleration Notice") to holders that they will
expire 30 days from the date the Company delivers the Acceleration
Notice. The Company can only provide the Acceleration Notice if the
closing price of the Company's Common Shares on the TSXV is equal
to or greater than $0.45 for 30 consecutive trading days. The
Acceleration Notice can be provided at any time after the statutory
hold period and before the expiry date of the warrants.
The net proceeds from the Units will be used for
general and administrative purposes. The net proceeds of the FT
Units will be used to incur eligible Canadian Exploration Expenses
and flow-through mining expenditures, as defined under the Income
Tax Act (Canada), that will be renounced in favour of the
purchasers with an effective date of no later than December 31,
2024. The funds will be used to advance exploration at the Williams
Brook Gold Project and the Company’s assets in Northern New
Brunswick.
In connection with the closing of the Private
Placement and the first tranche of the FT Private Placement, the
Company paid aggregate cash finder's fees of $40,113 and
issued 225,000 non-transferable finder warrants. The finder
warrants are exercisable before May 11, 2025 at $0.22 per
common share.
Related Parties
Insider of the Company participated in the
Private Placement and acquired an aggregate of 100,000 Units. The
purchases by the insider 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 Units 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 due to the Private Placement.
All securities issued in connection with the
Private Placement and the first tranche of FT Private Placement are
subject to a four-month and one-day hold period expiring on
September 12, 2023. The Private Placements have received
conditional approval from the TSX Venture Exchange (“TSXV”).
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any of the Company’s
securities in the United States. The securities offered
pursuant to the Private Placement 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 THE WILLIAMS BROOK GOLD
PROJECT
Puma's flagship Williams Brook Gold Project
covers more than 50,000 ha in Northern New Brunswick, an
established and mining-friendly jurisdiction, near paved roads and
with excellent infrastructure nearby. Since 2021, Puma has made
four (4) significant gold discoveries at Williams Brook, with gold
mineralization hosted in quartz veins at surface.
An aggressive exploration program is planned for
2023, including a minimum of 6,000 m of drilling and a 4,000 T bulk
sample.
ABOUT PUMA EXPLORATION
Puma Exploration is a Canadian-based mineral
exploration company with precious metals projects near New
Brunswick, Canada's Famous Bathurst Mining Camp ("BMC"). The
Company is committed to deploying its DEAR
strategy (Development,
Exploration, Acquisition, and
Royalties) to generate maximum value for
shareholders with low share dilution.
Connect with us on Facebook / Twitter /
LinkedIn.Visit www.explorationpuma.com for more information or
contact:
Marcel Robillard, President and
CEO, (418) 750-8510;president@explorationpuma.com
Mia Boiridy, Head of Investor
Relations and Corporate Development, (250) 575-3305;
mboiridy@explorationpuma.com
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accept responsibility for the
adequacy or accuracy of this release.
Forward-Looking Statements: This press release
may contain forward-looking statements. Such forward-looking
statements involve several known and unknown risks, uncertainties,
and other factors that may cause Puma's actual results,
performance, or achievements to be materially different from actual
future results and achievements expressed or implied by such
forward-looking statements. Readers are cautioned not to rely on
these forward-looking statements, which speak only as of the date
the statements were made, except as required by law. Puma
undertakes no obligation to publicly update or revise any
forward-looking statements. These risks and uncertainties are
described in the quarterly and annual reports and in the documents
submitted to the securities administration.
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