88 Capital Corp. Announces Brokered Private Placement of up to $3 Million
88 CAPITAL CORP.
SUITE 800 – 1199 WEST HASTINGS STREET
VANCOUVER BRITISH COLUMBIA
V6E 3T5
NEWS RELEASE
88 CAPITAL CORP. ANNOUNCES BROKERED PRIVATE
PLACEMENT OF UP TO $3 MILLION
Vancouver, British Columbia , March 1 , 201 7 - 88 Capital Corp. (TSX.V: EEC) (the "Company ") is
pleased to announce it has retained First Republic Capital Corporation (the “Agent”) to act as agent in
connection with a best efforts brokered private placement to raise gross proceeds of $3,000,000 (the
“Offering”). Pursuant to the Offering, the Company intends to issue: (a) 8 ,000,000 units (the “Units” or
individually a “Unit”) , at a price of $0.125 per Unit for total gross proceeds of $1 ,000,000; and (b)
13,333,333 flow-through shares (“FT Shares”), at a price of $0.15 per FT Share for total gross proceeds
of $2,000,000.
Each Unit will consist of one common share and one -half of one common share purchase warrant
(“Warrant”), with each Warrant being exercisable to a cquire one common share of the company at a price
of $0.25 for a period of 36 months following the closing date of the Offering.
In connection with the Offering, the Agent will be entitled to a corporate finance fee in an amount equal
to 2% of Units and FT Shares sold and a sales commission of 7% of the aggregate gross proceeds of the
Units and FT Shares sold , excluding those funds raised by the Co mpany from parties properly listed in
the President’s List (as defined below) . Additionally, the Company will issue to the Agent corporate
finance options (“Compensation Options”) entitling the Agent to purchase a number of common shares
equal to 2% of the aggregate number of Units and FT Shares sold and selling compensation warrants
entitling the Agent to purchase a number of common shares equal to 7% of the aggregate number of Units
and FT Shares sold, excluding those funds raised by the Co mpany from parties properly listed in the
President’s List , at an exercise price eq ual to the Offering price for 36 months fo llowing the date of
closing the Offering.
In addition to the corporate finance fee and the corporate finance options issuable above, the Company
will pay the Agent a sales commission at a discounted rate equal to 1% of the gross proceeds of the Units
and FT Shares sold to parties brought into the Offering by the Company, each party to be properly set out
in the list provided by the Company to the Agent (the “President’s List”) and issue selling compensation
options at a discounted rate equal to 1% of the t otal number of Units and FT Shares sold to parties on the
President’s List.
Completion of the Offering is subject to receipt of the conditional approval of the TSX Venture Exchange
of the reverse takeover transaction announced by the Company on January 31, 2017; whereby, the
Company shall acquire 100% of the issued and outstanding securities of Golden Ridge Resources Ltd.
(“GRR”) by means of reverse takeover in exchange for common shares of the Corporation on a one -for-
one basis.
All of the securities issuable in connection with the Offering will be subject to a hold period expiring four
months and one day after date of issuance.
The proceeds from the sale of flow -through units will be used for Canadian exploration expenses (within
the meaning of the Income Tax Act (Canada)) and will be renounced for the current taxation year.
For further information regarding this news release contact:
Anthony Jackson, CFO
Tel: (604) 630-3838 or by email at [email protected]
or
Song Lee, Associate, First Republic Capital Corp.
Tel: (416) 957-6300 or by email at [email protected]
On behalf of the Board of Directors
88 CAPITAL CORP.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.