Abasca Closes Non-Brokered Flow-Through Private Placement
NEWS RELEASE
Abasca Closes Non-Brokered Flow-Through Private Placement
Abasca Resources Inc. – News Release 2023-08 July 31, 2023
#208 – 211 4th Avenue North, Saskatoon, SK S7K 2L8 Page 1 of 2
Abasca Resources Closes Non-Brokered Flow -Through Private
Placement
July 31, 2023 – Saskatoon, Saskatchewan: Abasca Resources Inc. (“Abasca” or the “Company”) ( TSX-V: ABA) is
pleased to a nnounce the closing of the $1,250,000 non-brokered private placement of 5,000,000 units of the
Company (the “FT Units”) at a price of $0. 25 per FT Unit (the “ Offering “) on Friday, July 28, 2023 , as previously
announced in its news release of July 13 , 2023. Each FT Unit consist ed of one common share of the Company
issued as a flow-through share within the meaning of the Income Tax Act (Canada) and one-half of one common
share purchase warrant (each whole warrant, a “Warrant”), each Warrant entitling the holder thereof to purchase
one non-flow-through common share of the Company at a price of $0.30 per share for a period of 24 months
expiring on Ju ly 28, 2025. All securities issued in connection with the Offering have a four -month hold period
expiring on November 29, 2023.
Dave Billard, a director of the Company, subscribed for 60,000 FT Units and Dawn Zhou, President, CEO and a
director of the Company, subscribed 9 00,000 FT Units . In addition, 9169601 Canada Inc. (“9169601”), a
corporation 34% of the common shares and 100% of the preferred shares are held by Dawn Zhou, also subscribed
for and acquired 2,860,000 FT Units. Ms. Zhou and Mr. Billard are each a “related party” to the Company within
the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions of
the Canadian Securities Administrators (“MI 61-101”) and the participation of Mr. Billard, Ms. Zhou and 9169601
in the Offering each constituted a “related party transaction” under MI 61-101. The Company is exempt from the
formal valuation requirement pursuant to subsection 5.5(b) of MI 61 - 101 on the basis that the securities of the
Company are listed or quoted on the TSX-V. The Company is also exempt from the minority approval requirement
pursuant to subsection 5.7(1)(b) of MI 61-101 on the basis that: (i) the common shares of the Company are listed
on the TSX-V; (ii) at the time the transaction was agreed to, neither the fair market value of the FT Units distributed
under the Offering nor the consideration to be received for those FT Units, insofar as the transaction involves the
related parties, exceeds $2,500,000; (iii) the Company has more than one independent director ; and (iv) at least
two-thirds of the independent directors of the Company approved the Offering.
No finders’ fees were paid with respect to the Offering.
The gross proceeds of $1.25 million received from the sale of the FT Units will be used for exploration programs
on the Company’s Key Lake South Uranium Project.
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 or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable
state securities laws, or an exemption from such registration is available.
About Abasca Resources Inc.
Abasca is a mineral exploration company that is primarily engaged in the acquisition and evaluation of mineral
exploration properties. The Company owns the Key Lake South Uranium Project, a 23,977 -hectare uranium
exploration project located in the Athabasca Basin Region in northern Saskatchewan, approximately 15 km south
of the former Key Lake mine and current Key Lake mill.
NEWS RELEASE
Abasca Closes Non-Brokered Flow-Through Private Placement
Abasca Resources Inc. – News Release 2023-08 July 31, 2023
#208 – 211 4th Avenue North, Saskatoon, SK S7K 2L8 Page 2 of 2
On behalf of Abasca Resources Inc.
Dawn Zhou, M.Sc, CPA, CGA
President, CEO and Director
For more information visit the Company’s website at https://www.abasca.ca or contact:
Abasca Resources Inc.
Email: [email protected]
Telephone: +1 (306) 933 4261
Neither the TSX Venture Exchange Inc. nor its Regulation Service Provider (as that term is defined in the policies of
the TSX Venture Exchange Inc.) accepts responsibility for the adequacy or accuracy of this news release.
Forward-Looking Statements
This news release may contain certain forward -looking information and statements (“forward -looking
information”) within the meaning of applicable Canadian securities legislation, that are not based on historical
fact, including without limitation statements contain ing the words "believes", "anticipates", "plans", "intends",
"will", "should", "expects", "continue", "estimate", "forecasts" and other similar expressions. Readers are
cautioned to not place undue reliance on forward -looking information. Actual results an d developments may
differ materially from those contemplated by these statements. Abasca undertakes no obligation to comment on
analyses, expectations or statements made by third -parties in respect of Abasca, its securities, or financial or
operating results (as applicable). Although Abasca believes that the expectations reflected in forward -looking
information in this news release are reasonable, such forward -looking information has been based on
expectations, factors and assumptions concerning future events which may prove to be inaccurate and are subject
to numerous risks and uncertainties, certain of which are beyond Abasca’s control, including the risk factors
discussed in the Filing Statement which are incorporated herein by reference and are available through SEDAR at
www.sedar.com. The forward-looking information contained in this news release are expressly qualified by this
cautionary statement and are made as of the date hereof. Abasca disclaims any intention and has no obligation
or responsibility, except as required by law, to update or revise any forward -looking information, whether as a
result of new information, future events or otherwise.