Mr. Quentin Yarie reports
RED PINE ANNOUNCES UPSIZE TO PREVIOUSLY ANNOUNCED A BOUGHT DEALAPRIVATE PLACEMENT OF FLOW-THROUGH SHARES TO C$7.3 MILLION
Red Pine Exploration Inc. has amended the terms of its previously announced bought deal private placement to increase the size of the offering to $7.3-million.
Under the terms of the upsized offering, Haywood Securities Inc., as sole underwriter and bookrunner, has agreed to purchase, on a bought deal private placement basis, 11,238,000 flow-through shares of the company at a price of 65 cents per FT share, such FT shares to qualify as flow-through shares (within the meaning of subsection 66(15) of the Income Tax Act (Canada)), for aggregate gross proceeds of $7,304,700.
The company has granted Haywood an option to purchase up to an additional 15 per cent of the upsized offering in FT shares at the issue price, exercisable in whole or in part at any time up to 48 hours prior to the closing date.
Pursuant to the investor rights agreement between the company and Alamos Gold Inc. dated Dec. 31, 2019 (please see the news release of the company dated Dec. 31, 2019, for further information), Alamos has indicated its interest in participating in the upsized offering to maintain its 19.9 per cent partially diluted interest in the company. Any such participation is subject to the receipt of acceptable documentation by the company and the receipt of all required regulatory and stock exchange approvals. The participation by Alamos, if any, will be a related party transaction under applicable securities laws and any sale of securities to Alamos will only be made in accordance with applicable securities laws and stock exchange rules.
The gross proceeds from the upsized offering will be used by the company to incur eligible Canadian exploration expenses that will qualify as flow-through mining expenditures as such terms are defined in the Income Tax Act (Canada) related to the company's projects in Canada. All qualifying expenditures will be renounced in favour of the subscribers of the FT shares effective Dec. 31, 2021.
The upsized offering is expected to close on or about Nov. 18, 2021, and is subject to certain closing conditions including, but not limited to, the receipt of all necessary approvals including the conditional listing approval of the TSX Venture Exchange and the applicable securities regulatory authorities. The upsized offering is being made by way of private placement in Canada. The securities issued under the upsized offering will be subject to a hold period in Canada expiring four months and one day from the closing date of the upsized offering. The offering is subject to final acceptance of the TSX Venture Exchange.
In consideration for its services, the company has agreed to pay Haywood a cash commission equal to 6 per cent of the gross proceeds from the upsized offering and that number of non-transferable compensation options as is equal to6 per cent of the aggregate number of FT shares sold under the upsized offering. Each compensation option is exercisable to acquire one common share of the company at a price of 50 cents for a period of 24 months from the closing date of the upsized offering.
About Red Pine Exploration Inc.
Red Pine is a gold exploration company headquartered in Toronto, Ont., Canada. The company's common shares trade on the TSX Venture Exchange under the symbol RPX.
The Wawa gold project is in the Michipicoten greenstone belt of Ontario, a region that has seen major investment by several producers in the last five years. Its land package hosts numerous historic gold mines and is over 6,900 hectares in size. The company's chairman of the board is Paul Martin, the former chief executive officer of Detour Gold. The board has extensive and diverse experience at such entities as Alamos, Barrick, Generation Mining, Detour Gold and Paramount Gold Nevada Corp. Led by Quentin Yarie, CEO, who has over 25 years of experience in mineral exploration, Red Pine is strengthening its position as a major mineral exploration and development player in the Michipicoten region.
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