1844 Announces Closing of Non-Brokered Private Placement
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For Immediate Release
NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWS WIRE SERVICES
1844 ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT
SASKATOON, Saskatchewan, December 30, 2021 (GLOBE NEWSWIRE) -- 1844
RESOURCES Inc. (TSX-V:EFF) (the “Company” or “1844”) is pleased to announce, further to
its news release of December 14, 2021, that it has closed its non-brokered private placement
(the “Private Placement”) of 2,260,000 units (the “Units”) at a price of $0.065 per Unit for gross
proceeds of $146,900.
Each Unit is comprised of one common share in the capital of the Company (each, a “ Share”)
and one-half of one non-transferable share purchase warrant (each, a “ Warrant”). Each whole
Warrant will entitle the holder to purchase one additional Share in the capital of the Company
(each, a “Warrant Share”) for a period of 18 months from the closing date at an exercise price
of $0.075 per Warrant Share.
Certain insiders of the Company participated in the offering and subscribed for 1,200,000 Units
in the aggregate, which constitute “related party transactions” within the meaning of Multilateral
Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-
101”). The Company’s President has subscribed for 1,000,000 Units, financing his subscription
with an arranged sale through the facilities of the TSX Venture Exchange (“TSX-V”) (Gypsy
Swap). Such participation is exempt from the formal valuation and minority shareholder approval
requirements of MI 61-101 as neither the fair market value of the Units acquired by the insider,
nor the consideration for the Units paid by such insider, exceed 25 per cent of the Company's
market capitalization.
The Company intends to use the proceeds from the Private Placement for administrative and
other general working capital.
The Private Placement was conducted under available exemptions from the prospectus
requirements of applicable securities legislation and is subject to all necessary regulatory
approvals, including acceptance from the TSX -V. All securities issued pursuant to the Private
Placement, and the shares that may be issuable on exercise of the Warrants, are subject to a
statutory hold period expiring on May 1, 2022.
Press-release 21-17
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None of the securities issued in the Private Placement have been, or will be, registered under
the United States Securities Act of 1933, as amended (the “ 1933 Act”), and none of them may
be offered or sold in the United States absent registration or an applicable exemption from the
registration requirements of the 1933 Act. This press release shall not constitute an offer to sell
or a solicitation of an offer to buy nor shall there be any sale of the securities in any state where
such offer, solicitation, or sale would be unlawful.
About 1844 Resources Inc.: 1844 is an exploration company with a focus in strategic and
energetic metals and underexplored regions “Gaspé, Chibougamau Québec”. With a dedicated
management team, the Company’s goal is to create shareholder value through the discovery of
new deposits.
1844 RESOURCES INC.
(signed) “Sylvain Laberge”
Sylvain Laberge
President and CEO
514.702.9841
Slaberge@1844 resources.com
FORWARD LOOKING INFORMATION
Some of the statements contained in this press release are forward- looking statements and
information within the meaning of applicable securities laws , including but not limited to
statements with respect to 1844’s plans, the Private Pl acement and the use of proceeds .
Forward-looking statements and information can be identified by the use of words such as
“expects”, “intends”, “is expected”, “potential”, “suggests” or variations of such words or phrases,
or statements that certain actions, events or results “may”, “could”, “should”, “would”, “might” or
“will” be taken, occur or be achieved. Forward- looking statements and information are not
historical facts and are subject to a number of risks and uncertainties beyond the Company’s
control. Actual results and developments are likely to differ, and may differ materially, from those
expressed or implied by the forward- looking statements contained in this news release.
Accordingly, readers should not place undue reliance on forward- looking statements. The
Company undertakes no obligation to update publicly or otherwise revise any forward- looking
statements, except as may be required by law.
Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies of
the TSX-V) accepts responsibility for the adequacy or accuracy of this release.