Baselode Announces Closing of C$3M Bought Deal Private Placement
Baselode Announces Closing of C$3M Bought
Deal Private Placement
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWSWIRE SERVICES OR FOR
DISSEMINATION IN
THE UNITED STATES
/
TORONTO
,
Dec. 19, 2022
/CNW Telbec/ - Baselode Energy Corp. (TSXV: FIND) (OTCQB:
BSENF) ("
Baselode
" or the "
Company
") is pleased to announce the closing of its previously
announced "bought deal" private placement (the "
Offering
") for gross proceeds of
C$3.0 million
from the sale of 3,571,429 flow-through units of the Company that were sold to charitable
purchasers (each, a "
Charity FT Unit
") at a price of
C$0.84
per Charity FT Unit. The Charity FT
Units were sold through a syndicate of underwriters led by Red Cloud Securities Inc. and PI
Financial Corp. and included Research Capital Corporation (collectively, the "
Underwriters
").
Each Charity FT Unit consists of one common share of the Company to be issued as a "flow-through
share" within the meaning of the Income Tax Act (
Canada
) (each, a "
FT Share
") and one half of one
common share purchase warrant (each whole warrant, a "
Warrant
"). Each Warrant shall entitle the
holder to purchase one common share of the Company (each, a "
Warrant Share
") at a price of
C$0.80
at any time on or before
December 19, 2024
.
The Company intends to use the proceeds raised from the Offering for exploration of the Company's
projects in the
Athabasca
Basin. Proceeds from the sale of FT Shares will be used to incur
"Canadian exploration expenses" as defined in subsection 66.1(6) of the Income Tax Act and "flow
through mining expenditures" as defined in subsection 127(9) of the Income Tax Act. Such proceeds
will be renounced to the subscribers with an effective date not later than
December 31, 2022
, in the
aggregate amount of not less than the total amount of gross proceeds raised from the issue of FT
Shares.
As consideration for their services, the Underwriters received total cash commission of
C$180,000
and received 214,285 broker warrants, with each broker warrant entitling the holder to purchase one
common share of the Company at a price of
C$0.52
at any time on or before
December 19, 2024
.
The Charity FT Units were sold to purchasers resident in
Canada
pursuant to the listed issuer
financing exemption under Part 5A of National Instrument 45-106 –
Prospectus Exemptions
(the
"
Listed Issuer Financing Exemption
"). Since the Offering was completed pursuant to the Listed
Issuer Financing Exemption, the securities issued in the Offering will not be subject to a hold period
pursuant to applicable Canadian securities laws.
The securities described herein 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 U.S. state securities laws,
and may not be offered or sold in
the United States
or to, or for the account or benefit of,
United
States
persons absent registration or an applicable exemption from the registration requirements of
the U.S. Securities Act and applicable U.S. state securities laws. This press release does not
constitute an offer to sell or the solicitation of an offer to buy securities in
the United States
, nor in
any other jurisdiction.
About Baselode Energy Corp.
Baselode controls 100% of approximately 227,000 hectares for exploration in the
Athabasca
Basin
area, northern
Saskatchewan, Canada
. The land package is free of any option agreements or
underlying royalties.
Baselode's
Athabasca
2.0 exploration thesis focuses on discovering near-surface, basement-hosted,
high-grade uranium orebodies outside the
Athabasca
Basin. The exploration thesis is further
complemented by the Company's preferred use of innovative and well-understood geophysical
methods to map deep structural controls to identify shallow targets for diamond drilling.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the
TSX Venture Exchange policies) accepts responsibility for the adequacy or accuracy of this release.
Certain information in this press release may contain forward-looking statements. This information is
based on current expectations that are subject to significant risks and uncertainties that are difficult
to predict. Actual results might differ materially from results suggested in any forward-looking
statements. Baselode Energy Corp. assumes no obligation to update the forward-looking
statements, or to update the reasons why actual results could differ from those reflected in the
forward looking-statements unless and until required by securities laws applicable to Baselode
Energy Corp. Additional information identifying risks and uncertainties is contained in the Company's
filings with Canadian securities regulators, which filings are available under Baselode Energy Corp.
profile at
www.sedar.com
.
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
. The securities 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, or for the account or benefit of,
U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws,
unless an exemption from such registration is available.
SOURCE
Baselode Energy Corp.
View original content:
http://www.newswire.ca/en/releases/archive/December2022/19/c5905.html
%SEDAR: 00044947E
For further information:
Baselode Energy Corp., FIND on the TSXV, [email protected],
www.baselode.com
CO: Baselode Energy Corp.
CNW 14:00e 19-DEC-22