Indigo Exploration Announces Non-Brokered Private Placement of up to 7,000,000 Units
News Release
Indigo Exploration Announces Non-Brokered Private Placement of up to 7,000,000 Units
February 5, 2018 - Vancouver, British Columbia. Indigo Exploration Inc. (the “Company”)
(TSX-V: IXI, FSE: INE) is plea sed to announce a non-brokered pr ivate placement (the
“Offering”) of up to 7,000,000 units ( the “Units”) of the Compa ny at a price of $0.03 per Unit
for gross proceeds of up to $210,000. Each Unit is comprised o f one common share and one
share purchase warrant, each warrant entitling the holder to pu rchase one additional common
share at a price of $0.05 per share for a period of three years from the date of issuance of the
Units.
The Offering will be conducted pu rsuant to available prospectus exemptions including sales to
accredited investors, family members, close friends and busines s associates of directors and
officers of the Company, to purchasers who have obtained suitab ility advice from a registered
investment dealer pursuant to the exemption set out in BC Instr ument 45-536 ( Exemption from
prospectus requirement fo r certain distributions th rough an investment dealer ) and to existing
shareholders of the Company pursuant to the exemption set out i n British Columbia Securities
Commission BC Instrument 45- 534 ( Exemption from prospectus re quirement for certain trades
to existing security holders) (the “Existing Shareholder Exemption”).
There is no minimum Offering si ze and the maximum offering is 7 ,000,000 units for gross
proceeds of $210,000. Assuming the Offering is fully subscribe d, the Company plans to allocate
the gross proceeds of the Offering to: (i) Burkina Faso Genera l & Administration costs
including: office, part-time salar ies, land taxes and legal ($9 5,000); (ii) Head Office General &
Administration costs including: accounting, audit, TSX-V fees, transfer agent, and annual
general meeting ($60,000); (iii) Extraordinary costs related to maintaining the Hantoukoura title
including: travel expenses, legal costs, and additional advocac y support personnel in Burkina
Faso ($40,000) and (iv) Offering costs including: finders fees and regulatory filing fees
($15,000).
If the Offering is not fully subscribed, the Company will apply the proceeds to the above uses in
priority and in such proportions as the Board of Directors and management of the Company
determine is in the best interests of the Company. Although th e Company intends to use the
proceeds of the Offering as described above, the actual allocat ion of proceeds may vary from the
uses set out above depending on future operations, events or opportunities.
If the Offering is over-subscribed, subscriptions will be accep ted at the discretion of the
Company; therefore, it is possibl e that a shareholder’s subscri ption may not be accepted by the
Company even though it is receive d within the Offering period u nless the Company determines
to increase the size of the Offering.
The Existing Shareholder Exemption is available to shareholders residing in all Canadian
provinces, other than Newfoundland and Labrador. Shareholders of record of the Company as at
January 31, 2018 (the “ Record Date”) are eligible to participate under the Existing Shareholder
Exemption. To rely upon the Existing Shareholder Exemption, the subscriber must: a) have been
a shareholder of the Company on the Record Date and continue to hold shares of the Company
until the date of closing of the Offering, b) be purchasing the Shares as a principal and for their
own account and not for any other party, and c) may not subscri be for more than $15,000 of
securities from the Company in any 12 month period unless they have first received advice from
a registered investment dealer regarding the suitability of the investment. Existing shareholders
interested in participating in t he Offering should consult thei r investment advisor or the
Company directly.
In accordance with the requirements of the Existing Shareholder Exemption and the Investment
Dealer Exemption, the Company confirms there is no material fac t or material change related to
the Company which has not been generally disclosed.
The Offering may be closed in one or more tranches as subscript ions are received. There is no
minimum subscription amount. T h e C o m p a n y m a y p a y f i n d e r ’ s f e e s o n a p o r t i o n o f t h e
Offering in accordance with applicable securities laws and the policies of the TSX Venture
Exchange (the “Exchange”).
The Offering is subject to receipt of approval of the Exchange. The securities issued pursuant to
the Offering will be subject to a four month and one day statutory hold period.
On Behalf of the Board of Directors,
“Paul Cowley”
President and CEO
For further information, please contact:
Paul Cowley: (604) 340-7711
Website: www.indigoexploration.com
Neither the TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in the policies of
the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this release.