TSX VENTURE SYMBOL: FUU
/NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE
SERVICES/
KELOWNA, BC, Dec. 21, 2018 /CNW/ - Fission 3.0
Corp. ("Fission 3" or the "Company") is
pleased to announce that it has closed its previously announced
non-brokered private placement (the "Private Placement") for
total gross proceeds of $1,500,201.
The Company issued 500,000 units ("Units") at a price of
C$0.20 per Unit for gross proceeds of
C$100,000 and
6,364,550 flow-through shares ("FT Shares") at a
price of C$0.22 per FT Share for
gross proceeds of C$1,400,201. Each
Unit consists of one common share ("Common Share") and one
common share purchase warrant ("Warrant").
Each Warrant is exercisable for an additional Common Share until
three years from the date of issuance at an exercise price of
C$0.25. If, commencing four months
and one day after the date of issuance, the volume weighted average
trading price of the Company's Common Shares on the TSX Venture
Exchange is higher than C$0.30 for 20
consecutive trading days then, on the 20th consecutive trading day
of any such period (the "Acceleration Trigger Date"), the
expiry date of the Warrants may be accelerated by the Company in
its absolute discretion to the 30th calendar day after the
Acceleration Trigger Date by the issuance of a news release
announcing such acceleration within three trading days of the
Acceleration Trigger Date.
The Common Shares, Warrants, common shares issuable on exercise
of the Warrants and FT Shares will be subject to resale
restrictions for a period of four months from issuance.
In connection with the closing of the Private Placement, Red
Cloud Klondike Strike Inc. (the "Finder") received an
aggregate cash commission of $98,014,
representing commissions of 7% of the gross proceeds raised by the
Finder. The Company also granted the Finder 445,518 warrants (the
"Finder's Warrants"), representing 7.0% of the aggregated
number of FT Shares sourced by the Finder. Each Finder's Warrant is
exercisable for one common share at a price of C$0.22 for a period of 36 months.
The gross proceeds of the offering of FT shares will be used to
incur Canadian exploration expenses, which will be renounced in
favour of the purchasers for the 2018 taxation year. The net
proceeds from the sale of the Units will be used to advance
development of the Company's properties and for general working
capital.
About Fission 3.0 Corp.
Fission 3.0 Corp. is a Canadian based resource company
specializing in the strategic acquisition, exploration and
development of uranium properties and is headquartered in
Kelowna, British Columbia. Common
Shares are listed on the TSX Venture Exchange under the symbol
"FUU."
ON BEHALF OF THE
BOARD
"Dev Randhawa"
_________________
Dev Randhawa, CEO
Fission 3.0 Corp.
Cautionary Statement: Fission 3.0
Corp.
Certain information contained in this press release
constitutes "forward-looking information", within the meaning of
Canadian legislation. Generally, these forward-looking statements
can be identified by the use of forward-looking terminology such as
"plans", "expects" or "does not expect", "is expected", "budget",
"scheduled", "estimates", "forecasts", "intends", "anticipates" or
"does not anticipate", or "believes", or variations of such words
and phrases or state that certain actions, events or results "may",
"could", "would", "might" or "will be taken", "occur", "be
achieved" or "has the potential to". Forward looking statements
contained in this press release may include statements regarding
the future operating or financial performance of Fission 3.0 Corp.
which involve known and unknown risks and uncertainties which may
not prove to be accurate. Actual results and outcomes may differ
materially from what is expressed or forecasted in these
forward-looking statements. Such statements are qualified in their
entirety by the inherent risks and uncertainties surrounding future
expectations. Among those factors which could cause actual results
to differ materially are the following: market conditions and other
risk factors listed from time to time in our reports filed with
Canadian securities regulators on SEDAR at www.sedar.com. The
forward-looking statements included in this press release are made
as of the date of this press release and Fission 3.0 Corp. disclaim
any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, except as expressly required by applicable securities
legislation.
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 of America. The
securities have not been and will not be registered under the
United States Securities Act of 1933 (the "1933 Act") or any state
securities laws and may not be offered or sold within the United States unless registered under the
1933 Act and applicable state securities laws, or an exemption from
such registration is available.
SOURCE Fission 3.0 Corp.