Grizzly Announces Private Placement to Raise Aggregate Gross Proceeds of up to $1,500,000
Edmonton, Alberta--(Newsfile Corp. - October 6, 2021) - Grizzly Discoveries Inc. (TSXV: GZD) (OTCQB: GZDIF) (FSE: G6H) ("Grizzly" or the "Company") is pleased to announce a private placement (the "Private Placement") of up to 10,000,000 Units (as defined below) at a price of $0.05 per Unit, and up to 20,000,000 FT Units (as defined below) at a price of $0.05 per FT Unit, for aggregate gross proceeds of up to $1,500,000. Each Unit consists of one common share of the Company ("Common Share") and one non-transferable warrant, and each FT Unit consists of one Common Share issued as a flow-through share for the purposes of the Income Tax Act (Canada) and one half of one Warrant. Each whole Warrant entitles the holder to acquire one additional Common Share at an exercise price of $0.075 per Common Share until the earlier of: (a) 30 days following the issuance of a news release by the Company that the trading price of the Common Shares on the TSX Venture Exchange is at or greater than $0.10 per Common Share for 10 consecutive trading days (the "Acceleration"); and (b) 24 months from the date of issuance ("Warrant").
The Private Placement is being offered to qualified subscribers in the Provinces of Alberta, British Columbia, Ontario, and in other such jurisdictions in reliance upon exemptions from the registration and prospectus requirements of applicable securities legislation.
In connection with the Private Placement, where permitted by applicable securities legislation, any Units sold to purchasers referred to the Company by registered broker dealers, limited market dealers, or other eligible arm's length persons (individually, a "Finder") may result in a cash commission in an amount equal to 7% of the gross proceeds of the Units and FT Units sold to such referred purchasers ("Finder fees"), to be paid out of the gross proceeds of Units to the Finder at closing. As additional consideration, the Company may issue to the Finder Common Share purchase warrants (the "Finder Warrants") entitling the Finder to purchase an additional number of Common Shares equal to 7% of the aggregate number of Units and FT Units sold by the Finder in the Private Placement, on the same terms as the Warrants. Subject to regulatory approval, each Finder Warrant will be exercisable to acquire one common share at $0.075 for a period of 24 months after the Closing Date, subject to the Acceleration.
The net proceeds from the sale of the Units will be used for general corporate and working capital purposes, and the proceeds from the sale of FT Units will be used to incur Canadian exploration expenses as defined in the Income Tax Act (Canada). All Common Shares issued under the Private Placement and any Common Shares issuable upon exercise of Warrants will be subject to a four month hold period from the date of closing of the Private Placement in accordance with applicable laws and regulations.
Exploration expenses will primarily be spent at Grizzly's Robocop and Greenwood Projects. Highlights for the Robocop Project include:
The Robocop Project is comprised of 9,838 acres (3,981 ha) in nine mineral claims that are all road accessible, just off Provincial Highway 93 in southeast B.C. Sediment hosted Co-Cu-Ag mineralization is similar in style, age and host rocks to mineralization at Jervois Mining Ltd.'s Idaho Cobalt project and Hecla's Revett Formation hosted mineralization near Troy, Montana.
Initial surface trenching in the late 1980's to early 1990's yielded up to 0.06% Co and 1.93% Cu over 6 metres (m) in one trench, and in a separate trench up to 0.146% Co, 1.8% Cu and 5.3 grams per tonne (g/t) Ag over 5 m in sediment-hosted sulphide mineralization within middle Proterozoic Purcell Group rocks (Thomson, 1990).
A total of 15 drill holes in the area between 1990 and 2008 have yielded several intersections of near surface Co-Cu-Ag mineralization with grades of up to 0.134% Co, 1.19% Cu and 33.8 g/t Ag over 1.23 m core length in hole R-1990-5 and 0.14% Co, 0.9% Cu and 2.7 g/t Ag over 3.1 m core length in hole R-1990-6 (Thomson, 1990), along with an intersection of 0.18% Co, 0.28% Cu and 4.1 g/t Ag over 1 m core length in hole R-2008-02 (Pighin, 2009).
All but one of the historical drillholes tested a single target in an area about 500 m by 350 m. The Property is approximately 10 km in length and 3.5 km in width and contains numerous untested anomalous soil +/- rock geochemical targets.
The Robocop Project is currently awaiting drilling permits.
The Company also has drill-ready and permitted Cu-Au-Ag targets in the Greenwood area including the Motherlode and Dayton Prospects.
The Private Placement, Finder fees, and Finder Warrants are subject to acceptance of the TSX Venture Exchange. The Private Placement securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "1933 Act"), or under any state securities laws, and may not be offered or sold, directly or indirectly, or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation to buy such securities in the United States.
The technical content of this news release and the Company's technical disclosure has been reviewed and approved by Michael B. Dufresne, M. Sc., P. Geol., P.Geo., who is the Qualified Person as defined by National Instrument 43-101 Standards of Disclosure for Mineral Projects.
ABOUT GRIZZLY DISCOVERIES INC.
Grizzly is a diversified Canadian mineral exploration company with its primary listing on the TSX Venture Exchange, with 90 million shares issued, focused on developing its over 160,000 acres of precious and base metals properties in southeastern British Columbia. Grizzly is run by a highly experienced junior resource sector management team, who have a track record of advancing exploration projects from early exploration stage through to feasibility stage.
On behalf of the Board,
GRIZZLY DISCOVERIES INC.
Brian Testo, CEO, President
For further information, please visit our website at www.grizzlydiscoveries.com or contact:
Chris Beltgens
Corporate Development
Tel: 604 347 9535
Email: cbeltgens@grizzlydiscoveries.com
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.
Caution concerning forward-looking information
This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities laws. This information and statements address future activities, events, plans, developments and projections. All statements, other than statements of historical fact, constitute forward-looking statements or forward-looking information. Such forward-looking information and statements are frequently identified by words such as "may," "will," "should," "anticipate," "plan," "expect," "believe," "estimate," "intend" and similar terminology, and reflect assumptions, estimates, opinions and analysis made by management of Grizzly in light of its experience, current conditions, expectations of future developments and other factors which it believes to be reasonable and relevant. Forward-looking information and statements involve known and unknown risks and uncertainties that may cause Grizzly's actual results, performance and achievements to differ materially from those expressed or implied by the forward-looking information and statements and accordingly, undue reliance should not be placed thereon.
Risks and uncertainties that may cause actual results to vary include but are not limited to the availability of financing; fluctuations in commodity prices; changes to and compliance with applicable laws and regulations, including environmental laws and obtaining requisite permits; political, economic and other risks; as well as other risks and uncertainties which are more fully described in our annual and quarterly Management's Discussion and Analysis and in other filings made by us with Canadian securities regulatory authorities and available at www.sedar.com. Grizzly disclaims any obligation to update or revise any forward-looking information or statements except as may be required by law.
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