Pacific Ridge Announces C$5.0M Bought Deal Private Placement
Pacific Ridge Announces C$5.0M Bought Deal
Private Placement
Vancouver, British Columbia--(Newsfile Corp. - December 1, 2022) - Pacific Ridge Exploration Ltd.
(TSXV: PEX) (OTCQB: PEXZF)
("Pacific Ridge" or the "Company") has entered into an agreement with
Red Cloud Securities Inc. to act as lead underwriter and sole bookrunner on behalf of a syndicate of
underwriters (the "Underwriters"), pursuant to which the Underwriters have agreed to purchase for resale
15,625,000 flow-through units of the Company (each, a "FT Unit") at a price of C$0.32 per FT Unit (the
"Offering Price") for gross proceeds of C$5,000,000.
Each FT Unit will consist of one common share of the Company to be issued as a "flow-through share"
within the meaning of the Income Tax Act (Canada) (each, a "FT Share") and one half of one common
share purchase warrant (each whole warrant, a "Warrant"). Each Warrant shall entitle the holder to
purchase one common share of the Company (each, a "Warrant Share") at a price of C$0.40 at any time
on or before that date which is 24 months after the closing date of the Offering.
The Company has granted to the Underwriters an option, exercisable up to 48 hours prior to the closing
date of the Offering, to purchase for resale up to 3,125,000 FT Units at the Offering Price to raise
additional gross proceeds of up to C$1,000,000.
Proceeds from the sale of FT Shares will be used to incur "Canadian exploration expenses" as defined
in subsection 66.1(6) of the Income Tax Act and "flow through mining expenditures" as defined in
subsection 127(9) of the Income Tax Act. Such proceeds will be renounced to the subscribers with an
effective date not later than December 31, 2022, in the aggregate amount of not less than the total
amount of gross proceeds raised from the issue of FT Shares.
The Company intends to use the proceeds raised from the Offering for exploration of the Company's
flagship Kliyul copper-gold project, located in the prolific Quesnel Trough in northwest British Columbia,
as well as for exploration of the Company's other projects in British Columbia. The Offering is scheduled
to close on or around December 22, 2022 and is subject to certain conditions including, but not limited
to, receipt of all necessary approvals including the approval of the TSX Venture Exchange.
Pacific Ridge has agreed to pay to the Underwriters a cash commission equal to 6.0% of the gross
proceeds of the Offering. In addition, the Company has agreed to issue to the Underwriters
compensation warrants of the Company exercisable for a period of 24 months, to acquire in aggregate
that number of non-flow-through common shares of the Company which is equal to 6.0% of the number of
FT Units sold under the Offering at a price of C$0.32.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the
securities in the United States. The securities have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and
may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption from such registration is available.
About Pacific Ridge
Our goal is to become British Columbia's leading copper-gold exploration company. Pacific Ridge's
flagship project is the Kliyul copper-gold project, located in the prolific Quesnel Trough, approximately 50
km southeast of Centerra Gold Inc.'s Kemess mine. In addition to Kliyul, the Company's project portfolio
includes the RDP copper-gold project (optioned to Antofagasta Minerals S.A.), the Chuchi copper-gold
project, the Onjo copper-gold project, and the Redton copper-gold project, all located in British
Columbia.
On behalf of the Board of Directors,
"Blaine Monaghan"
Blaine Monaghan
President & CEO
Pacific Ridge Exploration Ltd.
Corporate Contact:
Blaine Monaghan
President & CEO
Tel: (604) 687-4951
www.pacificridgeexploration.com
https://www.linkedin.com/company/pacific-ridge-exploration-ltd-pex-
https://twitter.com/PacRidge_PEX
Investor Contact:
G2 Consultants Corp.
Telephone: +1 778-678-9050
Email:
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.
Forward-Looking Information: This release includes certain statements that may be deemed "forward-
looking statements". All statements in this release, other than statements of historical facts, that
address exploration drilling and other activities and events or developments that Pacific Ridge
Exploration Ltd. ("Pacific Ridge") expects to occur, are forward-looking statements. Although Pacific
Ridge believes the expectations expressed in such forward-looking statements are based on
reasonable assumptions, such statements are not guarantees of future performance and actual
results or developments may differ materially from those forward-looking statements. Factors that
could cause actual results to differ materially from those in forward looking statements include market
prices, exploration successes, and continued availability of capital and financing and general
economic, market or business conditions. These statements are based on a number of assumptions
including, among other things, assumptions regarding general business and economic conditions,
that one of the options will be exercised, the ability of Pacific Ridge and other parties to satisfy stock
exchange and other regulatory requirements in a timely manner, the availability of financing for
Pacific Ridge's proposed programs on reasonable terms, and the ability of third party service
providers to deliver services in a timely manner. Investors are cautioned that any such statements are
not guarantees of future performance and actual results or developments may differ materially from
those projected in the forward-looking statements. Pacific Ridge does not assume any obligation to
update or revise its forward-looking statements, whether as a result of new information, future events or
otherwise, except as required by applicable law.
Not for distribution to United States Newswire Services or for dissemination in the United States
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https://www.newsfilecorp.com/release/146518