CR Capital Corp. Announces Non-Brokered Private Placement of up to C$500,000
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CR Capital Corp. Announces Non-Brokered Private Placement of up to C$500,000
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
TORONTO, ONTARIO – July 2, 2020 - CR Capital Corp. ( TSX-V / CIT ) (" CR
Capital" or the " Company") is pleased to announce that it intends to complete a non-
brokered private placement of up to C$500,000 through the issua nce of a combination of
flow-through units (“ FT Units”) at a price of C$0.10 per FT Unit and hard-dollar units
(“HD Units”) at a price of C$0.08 per HD Unit (the “Offering”).
Each FT Unit will be comprised of one (1) common share of the Company that qualifies
as a “flow-through common share” (a “ FT Share”), and one-half of one (0.5) common
share purchase warrant (each whole warrant, a “ FT Warrant”), with each FT Warrant
entitling the holder thereof to acquire one additional common s hare of the Company at a
price of $0.125 for a period of eighteen (18) months following the closing of the Offering.
Each HD Unit will be comprised of one (1) common share of the C ompany and one (1)
common share purchase warrant (each a “ Warrant”), with each Warrant entitling the
holder thereof to acquire one additional common share of the Company at a price of $0.10
for a period of eighteen (18) months following the closing of the Offering.
The proceeds from the sale of the HD Units will be used for exp loration and general
working capital purposes. The proceeds from the issuance of the FT Units will be used for
“Canadian exploration expenses” and will qualify as "flow-throu gh mining expenditures"
(the "Qualifying Expenditures"), as defined in subsection 127(9) of the Income Tax Act
(Canada). The Company intends to renounce the Qualifying Expenditures to subscribers of
FT Units for the fiscal year ended December 31, 2020.
The Offering is expected to close on or about July 14, 2020 and is subject to receipt of all
necessary regulatory approvals, including approval of the TSX V enture Exchange. The
securities issued pursuant to the Offering will be subject to a statutory hold period of four
months and one day in accordance with applicable securities laws.
It is anticipated that certain insiders of the Company will par ticipate in the Offering and
their participation will be cons idered a “related party transac tion” as defined under
Multilateral Instrument 61-101 ("MI 61-101"). The transaction is exempt from the formal
valuation and minority shareholde r approval requirements under MI 61-101 on the basis
that the Company is not an issuer listed on a “specified market ” and the Offering with
related parties constitutes the distribution of securities of t he Company for cash
consideration of less than $2.5 million. Neither the Company nor, to the knowledge of the
Company after reasonable inquiry, the related parties, has know ledge of any material
information concerning the Company or its securities that has not been generally disclosed.
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The Offering will be exempt from prospectus and registration re quirements of applicable
securities laws. The securities being offered have not been, no r will they be, registered
under the United States Securities Act of 1933, as amended, and may not be offered or sold
in the United States or to, or for the account or benefit of, U.S. persons absent registration
or an applicable exemption from the registration requirements. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of
the securities in any State in which such offer, solicitation or sale would be unlawful.
For further information, please contact:
Mr. Brian Howlett, CPA, CMA
President & CEO
CR Capital Corp.
Cell: 647-227-3035
CR Capital Corp. is engaged in the acquisition, exploration and evaluation of properties
for the mining of precious and base metals.
Caution Regarding Forward-Looking Information
This news release contains for ward-looking information that inv olves substantial known
and unknown risks and uncertainties, most of which are beyond the control of CR Capital.
Forward-looking statements incl ude estimates and statements tha t describe CR Capital's
future plans, objectives or goals , including words to the effec t that CR Capital or its
management expects a stated condition or result to occur. Forward-looking statements may
be identified by such terms as "b elieves", "anticipates", "expe cts", "estimates", "may",
"could", "would", "will", or "pl an". Since forward-looking stat e m e n t s a r e b a s e d o n
assumptions and address future events and conditions, by their very nature they involve
inherent risks and uncertainties. Although these statements are based on information
currently available to CR Capital, CR Capital provides no assurance that actual results will
meet management's expectations. Risks, uncertainties and other factors involved with
forward-looking information could cause actual events, results, performance, prospects and
opportunities to differ materially from those expressed or implied by such forward-looking
information. Forward looking information in this news release includes, but is not limited
to, CR Capital's objectives, goals or future plans, statements, details of the exploration
results, potential mineralizati on, CR Capital's portfolio, trea sury, management team and
enhanced capital markets profile, the timing of the Offering, t he estimation of mineral
resources, exploration and mine de velopment plans, timing of th e commencement of
operations and estimates of market conditions.
Factors that could cause actual results to differ materially fr om such forward-looking
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information include, but are not limited to, failure or inabili ty to complete the Offering,
regulatory approval processes, failure to identify mineral resources, delays in obtaining or
failures to obtain required govern mental, regulatory, environme ntal or other project
approvals, political risks, inability to fulfill the duty to ac commodate First Nations and
other indigenous peoples, uncerta inties relating to the availab ility and costs of financing
needed in the future, changes in equity markets, inflation, cha nges in exchange rates,
fluctuations in commodity prices, delays in the development of projects, capital and
operating costs varying signifi cantly from estimates and the ot her risks involved in the
mineral exploration and developm ent industry, and those risks s et out in CR Capital's
public documents filed on SEDAR. Although CR Capital believes that the assumptions and
factors used in preparing the fo rward-looking information in th is news release are
reasonable, undue reliance should not be placed on such informa tion, which only applies
as of the date of this news release, and no assurance can be gi ven that such events will
occur in the disclosed time frames or at all. CR Capital disclaims any intention or obligation
to update or revise any forward- looking information, whether as a r e s u l t o f n e w
information, future events or otherwise, other than as required by law.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the
TSXV) accepts responsibility for the adequacy or accuracy of this news release.