Red Pine Announces C$5.0 Million “Bought Deal” Private Placement of Tranche 1 Flow-Throuh Shares and Tranche 2 Flow-Through Shares
NEWS RELEASE
/ NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR
FOR DISSEMINATION IN THE UNITED STATES /
RED PINE ANNOUNCES C$5.0 MILLION “BOUGHT DEAL” PRIVATE
PLACEMENT OF TRANCHE 1 FLOW-THROUH SHARES AND TRANCHE 2
FLOW-THROUGH SHARES
Toronto, ON, November 16, 2023 – Red Pine Exploration Inc. (TSXV: RPX, OTCQB:
RDEXF) ("Red Pine" or the “Company”) is pleased to announce that it has entered into an
agreement with Haywood Securities Inc. (“ Haywood”), as lead underwriter and sole
bookrunner, on its own behalf and on behalf of a syndicate of underwriters (together with
Haywood, the “ Underwriters”) pursuant to which the Underwriters have agreed to
purchase, on a "bought deal" private placement basis, (i) 18,182,000 tranche 1 flow -
through shares (the “ Tranche 1 FT Shares ”) of the Company at a price of C$0.22 per
Tranche 1 FT Share (the “ Tranche 1 FT Issue Price ”), and (ii) 3,704,000 tranche 2 flow -
through shares (the “ Tranche 2 FT Shares ” and together with the Tran che 1 FT Shares,
the “Offered FT Shares”) of the Company at a price of C$0.27 per Tranche 2 FT Share (the
“Tranche 2 FT Issue Price”), for gross proceeds to the Company of up to C$5,000,120 (the
“Offering”).
The Company has granted the Underwriters an option to purchase up to an additional 15%
of the Offering in any combination of (i) Tranche 1 FT Shares at the Tranche 1 FT Issue
Price, and (ii) Tranche 2 FT Shares at the Tranche 2 FT Issue Price (the " Underwriters'
Option”), exercisable in whole or in part at any time up to 48 hours prior to the closing
date.
The gross proceeds from the Offering will be used by the Company to incur eligible
"Canadian exploration expenses" that will qualify as "flow-through critical mineral mining
expenditures" as such terms are defined in the Income Tax Act (Canada) (the " Qualifying
Expenditures") related to the Company's projects in Ontario. All Qualifying Expenditures
will be renounced in favour of the subscribers of the Offered FT Shares effective December
31, 2023.
The Offering is expected to close on or about December 7, 2023 and is subject to certain
closing conditions including, but not limited to, the receipt of all necessary approvals
including the conditional listing approval of the TSX Venture Exchange (“ TSXV”) and the
applicable securities regulatory authorities. The Offering is being made by way of private
placement in Canada. The securities issued under the Offering will be subject to a hold
period in Canada expiring four months and one day from the closing date of the Offering.
The Offering is subject to final acceptance of the TSXV.
In consideration for its services, the Company has agreed to pay the Underwriters a cash
commission equal to 6.0% of the gross proceeds from the Offering and that number of non-
transferable compensation options (the “ Compensation Options”) as is equal to 6.0% of
the aggregate number of Offered FT Shares sold under the Offering. Each Compensation
Option is exercisable to acquire one common share of the Company at a price equal to
C$0.19 for a period of 24 months from the closing date of the Offering.
The securities offered have not been registered under the U.S. Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements. This press release sha ll 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 Red Pine Exploration Inc.
Red Pine Exploration Inc. is a gold exploration company headquartered in Toronto,
Ontario, Canada. The Company’s shares trade on the TSX Venture Exchange under the
symbol “RPX” and on the OTCQB Markets under the symbol “RDEXF”.
The Wawa Gold Project is in the Michipicoten Greenstone Belt of Ontario, a region that has
seen major investment by several producers in the last five years. Its land package hosts
numerous historic gold mines and is over 6,900 hectares in size. Led by Quentin Yarie, CEO,
who has over 25 years of experience in mineral exploration, Red Pine is strengthening its
position as a major mineral exploration and development player in the Michipicoten
region.
For more information about the Company, visit www.redpineexp.com
Or contact:
Quentin Yarie, President and CEO, (416) 364-7024, [email protected]
Or
Carrie Howes, Director Corporate Communications, (416) 644 -7375,
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined
in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Cautionary Note Regarding Forward-Looking Information
This news release contains statements which constitute “forward-looking information” within
the meaning of applicable securities laws, including statements regarding the plans,
intentions, beliefs and current expectations of the Company with respect to fut ure business
activities and operating performance.
Forward-looking information is often identified by the words “may”, “would”, “could”,
“should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar
expressions. Forward-looking information contained in this news release inclu des but may
not be limited to:” the potential for a hybrid pit and underground project”. Investors are
cautioned that forward-looking information is not based on historical facts but instead reflect
management’s expectations, estimates or projections conce rning future results or events
based on the opinions, assumptions and estimates of management considered reasonable at
the date the statements are made. Such opinions, assumptions and estimates are inherently
subject to a variety of risks and uncertainties that could cause actual events or results to differ
materially from those projected and undue reliance should not be placed on such information,
as unknown or unpredictable factors could have material adverse effects on future results,
performance or achievements. Among the key factors that could cause actual results to differ
materially from those projected in the forward -looking information are the following: the
Company’s expectations in connection with the projects and exploration programs being met,
the impact of general business and economic conditions, global liquidity and credit
availability on the timing of cash flows and the values of assets and liabilities based on
projected future conditions, fluctuating gold prices, currency exchange rates (suc h as the
Canadian dollar versus the United States Dollar), variations in ore grade or recovery rates,
changes in accounting policies, changes in the Company’s mineral reserves and resources,
changes in project parameters as plans continue to be refined, changes in project
development, construction, production and commissioning time frames, the possibility of
project cost overruns or unanticipated costs and expenses, higher prices for fuel, power,
labour and other consumables contributing to higher costs and general risks of the mining
industry, failure of plant, equipment or processes to operate as anticipa ted, unexpected
changes in mine life, seasonality and weather, costs and timing of the development of new
deposits, success of exploration activities, permitting time lines, government regulation of
mining operations, environmental risks, unanticipated reclamation expenses, title disputes or
claims, and limitations on insurance.
This information is qualified in its entirety by cautionary statements and risk factor disclosure
contained in filings made by the Company, including the Company’s annual information form,
financial statements and related MD&A for the year ended July 31, 2 023, and the interim
financial reports and related MD&A for the period ended April 30, 2023, filed with the
securities’ regulatory authorities in certain provinces of Canada and available at
www.sedar.com.
Should one or more of these risks or uncertainties materialize, or should assumptions
underlying the forward -looking information prove incorrect, actual results may vary
materially from those described herein as intended, planned, anticipated, believed, estimated
or expected. Although the Company has attempted to identify important risks, uncertainties
and factors which could cause actual results to differ materially, there may be others that
cause results not to be as anticipated, estimated or intended. Th e Company does not intend,
and does not assume any obligation, to update this forward -looking information except as
otherwise required by applicable law.