1844 Resources Inc. Announces Equity Unit Financing, Provides Update on Market-Making Agreement and Announces Extension of Option Agreement with Nickel North
1844 Resources Inc. Announces Equity Unit
Financing, Provides Update on Market-Making
Agreement and Announces Extension of
Option Agreement with Nickel North
Vancouver, British Columbia--(Newsfile Corp. - May 1, 2025) - 1844 Resources Inc. (TSXV: EFF)
("1844" or the "Company") announces that it is undertaking a non-brokered private placement of up to
30,000,000 units of the Company (the "Units") at a price of $0.025 per Unit for aggregate gross
proceeds of up to $750,000 (the "Offering").
Each Unit will consist of one common share of the Company (a "Common Share") and one common
share purchase warrant (a "Warrant"), with each Warrant exercisable to acquire one Common Share at
a price of $0.05 for a period of 24 months following the closing date of the Offering.
The proceeds of the Offering will be used to make the initial option payment under the previously
announced option agreement (the "Option Agreement") with Nickel North Exploration Corp. ("Nickel
North") with respect to the Hawk Ridge nickel/copper project located in northeastern Quebec (the
"Option Agreement") and for general working capital purposes. The Offering is subject to certain
conditions including, but not limited to, the receipt of all necessary regulatory approvals, including
approval of the TSX Venture Exchange (the "Exchange"). The Option Agreement remains subject to
Exchange approval.
[1]
In connection with the Offering, the Company may pay finder's fees to certain eligible arm's length parties
in accordance with the polices of the Exchange in consideration for their efforts in introducing
subscribers to the Company.
All securities issued in connection with the Offering will be subject to a hold period of four months and a
day from the date of issuance pursuant to applicable Canadian securities laws.
It is anticipated that insiders of the Company may participate in the Offering, and such Units issued to
insiders will be subject to a four month hold period pursuant to applicable policies of the Exchange. The
issuance of Units to any insiders will be considered a "related party transaction" within the meaning of
Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-
101"). In respect of any such insider participation, the Company expects to rely on exemptions from the
formal valuation requirements of MI 61-101 pursuant to section 5.5(a) and the minority shareholder
approval requirements of MI 61-101 pursuant to section 5.7(1)(a), as the fair market value of the
transaction, insofar as it involves interested parties, does not exceed 25% of the Company's market
capitalization.
Update on Market-Making Services Agreement
The Company also wishes to provide an update regarding its market-making agreement with Venture
Liquidity Providers Inc. ("VLP"). The Company originally entered into the agreement with VLP on July 28,
2020 (see press release of July 29, 2020). Under the agreement, VLP provides market stabilization and
liquidity services for the Company's Common Shares listed on the Exchange.
Pursuant to its terms, the agreement has been automatically renewed for successive 12-month terms
and has remained in effect continuously since its inception, including the most recent renewal on July 29,
2024.
The Company confirms that:
The engagement is fee-based only and does not include performance-based compensation.
The agreement remains subject to Exchange policies and approvals.
Extension of Option Agreement with Nickel North
1844 and Nickel North have entered into a third amending agreement (the
"Third Amending
Agreement"
) with respect to the Option Agreement. Pursuant to the terms of the Third Amending
Agreement, the parties have agreed to extend the Outside Date (as defined in the Option Agreement)
from April 30, 2025, to June 20, 2025. The Third Amending Agreement also amends the Option
Agreement to require Nickel North to obtain shareholder approval no later than August 31, 2025.
The remaining terms and conditions of the Option Agreement remain unchanged and the Option
Agreement, as amended, remains subject to Exchange Approval.
About 1844 Resources Inc.:
1844 is an exploration company with a focus in strategic and energetic
metals and underexplored regions "Gaspé, Nunavik 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. 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, including without limitation, obtaining regulatory approval for the Offering and the
Offering being fully subscribed. 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 Venture Exchange nor its Regulation Services Provider (as that term is defined
in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
[1]
For further details on the Option Agreement, see the Company's news release dated December 11, 2024 (a copy of which is available under the
Company's SEDAR+ profile at
www.sedarplus.ca
).
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR
DISSEMINATION IN THE UNITED STATES
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/250514