Quebec Silica Resources Corp. Announces Closing of Its Previously Announced Private Placement
Quebec Silica Resources Corp. Announces
Closing of Its Previously Announced Private
Placement
Vancouver, British Columbia--(Newsfile Corp. - December 30, 2022) - Quebec Silica Resources Corp.
(CSE: QTZ) ("
Quebec Silica
" or the "
Company
") is pleased to announce that it has completed the
closing of its non-brokered private placement (the "
Offering
") by issuing a total of: (i) 4,850,000 National
flow-through units (each, a "
FT Unit
"), at a price of $0.05 FT Unit, and (ii) 14,700,000 Québec flow-
through units (each, a "
Québec FT Unit
"), at a price of $0.05 per Québec FT Unit. The aggregate gross
proceeds raised from the Offering is $977,500. The securities issued in the private placement are
subject to a four-month hold period expiring on May 1, 2023.
Each of the FT Units and Québec FT Units is comprised of one common share ("
Common Share
") and
one-half (1/2) of a Common Share purchase warrant ("
Warrant
"). Each whole Warrant comprised in the
FT Units and Québec FT Units entitles the holder thereof to acquire one additional Common Share at a
price of $0.075 for a period of two (2) years from the closing date of the Offering. The Common Shares
comprising each of the FT Units and Québec FT Units will qualify as "flow-through shares" within the
meaning of subsection 66(15) of the
Income Tax Act
(Canada). The Common Shares underlying the
Warrants are not "flow-through shares".
The Company will use the private placement proceeds from the FT Units and Québec FT Units to fund
exploration work on its properties.
The private placement was carried out pursuant to prospectus exemptions of applicable securities laws
and is subject to final acceptance by the Canadian Securities Exchange. In connection with the Closing,
finder's fees equal to an aggregate amount of $77,750 were paid,
977,500 compensation shares and
777,500 finder's warrants were issued to arm's length third parties of the Company. Each finder's
warrant entitles the holder to acquire one common share of the Company for the price of $0.075 per
common share for a period of two years following the closing.
As a result of the closing of the private
placement, there are now 73,909,001 common shares of the Company issued and outstanding.
Two of the Company's directors (the "
Insiders
") participated directly or indirectly in the private
placement by subscribing for an aggregate of 200,000 FT Units at $0.05 per FT Unit and an aggregate
of 200,000 Québec FT Units at $0.05 per Québec FT Unit for aggregate proceeds to Quebec Silica of
$20,000. The issuance of shares to the Insiders constitutes a related party transaction but is exempt
from the formal valuation and minority approval requirements of Multilateral Instrument 61-101 -
Protection of Minority Security Holders in Special Transactions
as the fair market value of the shares
acquired, directly or indirectly, by the Insiders does not exceed 25% of the Company's market
capitalization. Quebec Silica did not file a material change report with respect to the participation of the
Insiders at least 21 days prior to the closing date of the private placement as their participation was only
recently determined.
About Quebec Silica Resources Corp.
Québec Silica Resources Corp. is a mineral exploration and development company focused on
exploring, developing, and acquiring industrial mineral resources in Québec, Canada. The Company is
currently focused on its wholly-owned Charlevoix Silica Project near St. Urbane, Québec, Canada, and
has a portfolio of multiple silica properties, and hydrogen and helium properties in Québec.
Additional information on Québec Silica is available at
www.QuébecSilica.com
.
On Behalf of the Board of Directors,
QUÉBEC SILICA RESOURCES CORP.
"Raymond Wladichuk, P.Geo."
Chief Executive Officer
For further information, please contact:
Elyssia Patterson - CFO
Tel: +1 (833) 4 SILICA
(474-5422)
Email:
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined
in the CSE policies) accepts responsibility for this release's adequacy or accuracy.
Cautionary and Forward-Looking Statements
This news release contains statements that constitute "forward-looking statements". Such forward-
looking statements involve known and unknown risks, uncertainties and other factors that may cause
Quebec Silica's actual results, performance or achievements, or developments in the industry to differ
materially from the anticipated results, performance or achievements expressed or implied by such
forward-looking statements. Forward-looking statements are statements that are not historical facts and
are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes,"
"intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will,"
"would," "may," "could" or "should" occur.
Although Quebec Silica believes the forward-looking information contained in this news release is
reasonable based on information available on the date hereof, by their nature, forward-looking
statements involve assumptions, known and unknown risks, uncertainties and other factors which may
cause our actual results, performance or achievements, or other future events, to be materially different
from any future results, performance or achievements expressed or implied by such forward-looking
statements.
The forward-looking information contained in this news release represents the expectations of the
Company as of the date of this news release and, accordingly, is subject to change after such date.
Readers should not place undue importance on forward-looking information and should not rely upon 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 laws.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be
any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be
unlawful, including any of the securities in the United States of America. The securities have not been
and will not be registered under the United States Securities Act of 1933, as amended (the "
1933 Act
")
or any state securities laws and may not be offered or sold within the United States or to, or for account
or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the
1933 Act and applicable state securities laws, or an exemption from such registration requirements is
available.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/149956