Richmond Minerals Inc. Completes Non- Brokered Private Placement and Exploration Update
Richmond Minerals Inc. Completes Non-
Brokered Private Placement and Exploration
Update
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWSWIRE SERVICES OR
FOR
DISSEMINATION IN
THE UNITED STATES
/
Trading Symbol TSX(V): RMD
Boerse Frankfurt: WKN A1W98A: R52
TORONTO
,
July 14, 2020
/CNW/ - Richmond Minerals Inc. (TSXV: RMD) ("
Richmond
") is pleased
to announce that further to its news release of
May 19, 2020
it has completed a non-brokered
private placement (the "
Offering
") consisting of the sale of 16,000,000 ("
Units
") at a price of
C$0.05
per Unit for aggregate gross proceeds of
C$800,000
.
Each Unit consists of one (1) common share in the capital stock of
Richmond
(a
"Common Share
")
and one common share purchase warrant (a "
Warrant
"). Each Warrant entitles the holder to
purchase one common share at a price of
C$0.10
per common share until the date which is eighteen
(18) months following the date of issuance. The securities issued and issuable pursuant to the
Offering will be subject to a four month and one day statutory hold period.
The net proceeds from the Offering will used to fund the Phase 1 work program on the Oberzeiring
Polymetallic Property located in the province of Styria,
Austria
.
Richmond
will also resume Phase IV
drilling on its Ridley Lake Gold Project in the Swayze area of
Ontario
. Previous Phase I through
Phase III drill results at Ridley Lake yielded wide gold intersections and include highlights of
55 m
grading 0.46 grams per tonne,
33 m
grading 1.26 grams per tonne, and
136 m
grading 0.31 grams
per tonne. Specifically, Phase IV drilling will test newly identified magnetic and induced polarization
targets
600 m
west of and on strike with Phase I - III drill intersections
Certain directors and officers of the Company subscribed for an aggregate of 194,000 Units. The
participation of the directors and officers in the Offering constitutes a "related party transaction" for
the purposes of Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special
Transactions
("
MI 61-101
"). The Company is exempt from the requirements to obtain a formal
evaluation or minority shareholder approval in connection with the insider participation in reliance on
sections 5.5 (a) and 5.7 (1) (a) of MI 61-101, as neither the fair market value of the securities
issued, nor the fair market value of the consideration for the securities issued exceeds 25% of the
Company's market capitalization as calculated in accordance with MI 61-101. The Company did not
file a material change report containing all of the disclosure required by MI-61-101 more than 21
days before the expected closing date of the Offering as the aforementioned insider participation
had not been confirmed at that time and the Company wished to close the Offering as expeditiously
as possible.
Early Warning Report
As a result of his participation in the Offering, Dr.
Gregor K. Emmert Jr.
has ownership, direction or
control over 18,877,320 common shares, representing 20.34% of the Company's common shares on
a partially diluted basis. Prior to the acquisition of the Units, Dr.
Gregor K. Emmert Jr.
had
ownership, direction or control over 8,877,320 common shares, representing 8.15% of the
Company's common shares on a partially diluted basis. The Units acquired by Dr.
Gregor K. Emmert
Jr.
will be held for investment purposes and depending on market and other conditions, Dr. Gregor
K, Emmert Jr. may from time to time in the future increase or decrease his respective ownership,
control or direction over securities of the Company through market transactions, private agreements,
or otherwise.
As the number of common shares owned or controlled, directly or indirectly by Dr.
Gregor K.
Emmert Jr.
after the acquisition of the Units exceeds 10% of the then issued and outstanding
common shares of the Company on a partially diluted basis, in satisfaction of the requirements of the
National Instrument 62-104 –
Take-Over Bids And Issuer Bids
and National Instrument 62-103 –
The Early Warning System and Related Take-Over Bid and Insider Reporting Issues
, an early
warning report will be filed under the Company's SEDAR profile at
www.sedar.com
.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended
(the "
U.S. Securities Act
"), or applicable state securities laws, and may not be offered or sold to
persons in
the United States
absent registration or an exemption from such registration
requirements. 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 jurisdiction in which such offer, solicitation or
sale would be unlawful. Closing of the Transaction, which is a fundamental acquisition, remains
subject to final approval of the TSXV.
Warren Hawkins
, P.Eng, a "Qualified Person", within the meaning of Nation Instrument 43-101-
Standards of Disclosure for Minerals Projects, has reviewed and approved the scientific and
technical information contained in this news release. Mr. Hawkins is not considered to be
"independent" of the Corporation (as defined in National Instrument 43-101), as he currently holds
securities of the Corporation.
CAUTIONARY STATEMENT: This news release contains forward-looking information which is not
comprised of historical facts. Forward-looking information involves risks, uncertainties and other
factors that could cause actual events, results, performance, prospects and opportunities to differ
materially from those expressed or implied by such forward-looking information. Forward looking
information in this news release includes, but is not limited to,
Richmond's
objectives, goals or future
plans, including successful completion of the Transaction. There is no guarantee that the Transaction
will be completed on the terms announced in this press release or at all. Factors that could cause
actual results to differ materially from such forward-looking information include, but are not limited to,
changes in general economic conditions and conditions in the financial markets; the ability of
Richmond
to raise funds pursuant to future offerings, including the second tranche of the Offering;
changes in demand and prices for minerals; litigation, legislative, environmental and other judicial,
regulatory, political and competitive developments, and those risks set out in
Richmond's
public
documents filed on SEDAR. Although
Richmond
believes that the assumptions and factors used in
preparing the forward-looking information in this news release are reasonable, undue reliance should
not be placed on such information, which only applies as of the date of this news release, and no
assurance can be given that such events will occur in the disclosed time frames or at all.
Richmond
disclaims any intention or obligation to update or revise any forward-looking information, whether as
a result of new information, future events or otherwise, other than as required by law.
Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies
of the TSX-V) accepts responsibility for the adequacy or accuracy of this release
.
SOURCE
Richmond Minerals Inc.
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%SEDAR: 00009282E
For further information:
Franz Kozich, President , Warren Hawkins, P. Eng., Exploration Manager,
E: [email protected], Tel: 416-603-2114
CO: Richmond Minerals Inc.
CNW 18:01e 14-JUL-20