LWR.V · 2019-06-28 12:00:00

Equitorial Exploration Corp. Closes Initial Tranche of Private Placement

Financings

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NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION

IN THE UNITED STATES

Vancouver, British Columbia – June 28, 2019 – EQUITORIAL EXPLORATION

CORP. (TSX-V: EXX, Frankfurt: EEI, OTC: EQTXF), (the “Company” or “Equitorial”), is

pleased to announce that, further to its news release dated Jun e 13, 2019, the

Company has now closed the initial tranche of its non-brokered private placement of

up to 13,916,667 units (the “Private Placement”) pursuant to which it has now issued

from treasury an aggregate of 9, 000,000 units (each a “Unit”) o f the Company, at a

subscription price of $0.03 per Unit, for gross proceeds to the Company of

$270,000. The Private Placement is being made pursuant to a dis cretionary waiver

of the $0.05 minimum granted by the TSX Venture Exchange (the “Exchange”).

Each Unit is comprised of one common share (each a “Share”) and one transferable

share purchase warrant (each a “Warrant”) of the Company, and e ach Warrant

entitles the holder thereof to pur chase one additional common s hare (each a

“Warrant Share”) of the Company at an exercise price of $0.05 p er Warrant Share

up to and including June 28, 2021.

Finder’s fees of $21,600 cash and 720,000 finder’s warrants (ea ch a “Finder’s

Warrant”) have now been paid and i ssued in conjunction with the initial tranche of

the Private Placement. Each Fi nder’s Warrant entitles the hold er thereof to

purchase one common share of the Company at an exercise price o f $0.05 per

common share up to and including June 28, 2021.

All securities issued under the initial tranche of the Private Placement will be subject

to a statutory hold period expi ring on October 29, 2019, in acc ordance with

applicable Canadian securities laws.

The Company intends to allocate the net proceeds of the initial tranche of the

Private Placement as follows:

a) $261,000 for current liabilities; and

b) $9,000 for working capital.

This press release is not an offer of securities for sale in th e United States.

Securities may not be offered or sold in the United States or t o or for the account or

benefit of US persons (as such terms are defined in Regulation S under the United

States Securities Act of 1933, a s amended (the "U.S. Securities Act"), absent

registration or an exemption fr om registration. The securities offered have not been

and will not be registered under the U.S. Securities Act or any state securities laws

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and, therefore, may not be offer ed for sale in the United State s, except in

transactions exempt from regist ration under the U.S. Securities Act and applicable

state securities laws. 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.

About Equitorial Exploration Corp.

Equitorial is aggressively devel oping four 100%-owned, high-pot ential, lithium

projects in North America. T he Little Nahanni Pegmatite Group ( LNPG) is a 43-101

compliant, hard rock, lithium property in the NWT. The Cat Lake Lithium Property in

Manitoba, Canada, is directly adj acent to the Cat Lake Mineral Project, a highly

prospective Lithium property. T he Tule and Gerlach Lithium Brin e Projects are

located in lithium-rich Utah and Nevada within easy reach of th e Tesla Gigafactory

#1. All four projects have demonstrated highly encouraging grades.

For more information please visit: http://equitorialexploration.com/

Neither the TSX Venture Exchange nor its Regulation Services Pr ovider (as that

term is defined in the policies of the TSX Venture Exchange) ac cepts responsibility

for the adequacy or accuracy of this release.

For further information contact:

P a t r i c k P o w e r

CEO and Director

Equitorial Exploration Corp.

Telephone: (604) 689 1799

Forward-Looking Information

This news release contains certa in forward-looking statements w ithin the meaning of Canadian securities laws,

including statements regarding the Private Placement, Cat Lake, Tule, Gerlach and Little Nahanni Pegmatite

Projects: statements pertaining to the ability of Equitorial Ex ploration Corp.(“EXX”); the potential to develop

resources and then further develop reserves; the anticipated ec onomic potential of the pr operty; the availability

of capital and finance for EXX to execute its strategy going fo rward. Forward-looking statements are based on

estimates and assumptions made by EXX in light of its experience and perception of current and expected future

developments, as well as other factors that EXX believes are ap propriate in the circumstances. Many factors

could cause EXX’s results, performance or achievements to diffe r materially from those expressed or implied by

the forward looking statements, including: discrepancies betwee n actual and estimated results from exploration

and development and operating risks, dependence on early explor ation stage concessions; uninsurable risks;

competition; regulatory restrictions, including environmental r egulatory restrictions and liability; currency

fluctuations; defective title t o mineral claims or property and dependence on key employees. Forward-looking

statements are based on the expe ctations and opinions of the Co mpany’s management on the date the

statements are made. The assump tions used in the preparation of such statements, a lthough considered

reasonable at the time of prepar ation, may prove to be imprecis e and, as such, undue reliance should not be

placed on forward-looking statements. The Company expressly disclaims any intention or obligation to update or

revise any forward-looking statements whether as a result of new information, future events or otherwise.

THE FORWARD-LOOKING INFORMATION C ONTAINED IN THIS NEWS RELEASE REPRESENTS

THE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS NEWS REL EASE AND,

ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHO ULD NOT PLACE

UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON

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THIS INFORMATION AS OF ANY OTHER DATE. WHILE THE COMPANY MAY ELECT TO, IT DOES

NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS

REQUIRED IN ACCORDANCE WITH APPLICABLE SECURITIES LEGISLATION.

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