SKRR Exploration Inc. Announces Effective Date for Consolidation and Private Placement
SKRR Exploration Inc. Announces Effective
Date for Consolidation and Private Placement
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWSWIRE SERVICES OR FOR
DISSEMINATION IN
THE UNITED STATES
/
VANCOUVER, BC
,
July 5, 2023
/CNW/ - SKRR Exploration Inc. (TSXV: SKRR) (FSE:
B04Q) ("
SKRR
" or the "
Company
") announces that, further to its news release of
June 6, 2023
, the
Company will complete a consolidation of the issued and outstanding common shares immediately
prior to the closing of the Offering (as defined below) on the basis of five (5) existing common
shares for one (1) post-consolidation common share (the "
Consolidation
").
Effective at the opening of the market on
Monday, July 10, 2023
, the Company's common shares
will trade on the TSX Venture Exchange (the "
Exchange
") on a consolidated basis (with new CUSIP
number 78446Q209 and new ISIN number CA78446Q2099). The Company's name and trading
symbols will remain unchanged.
Shareholders who hold their shares in brokerage accounts or in "street name" are not required to
take any action to effect an exchange of their shares. Registered shareholders will receive a letter of
transmittal from Computershare Investor Services Inc., the Company's transfer agent. The letter of
transmittal will contain instructions on how registered shareholders can exchange their share
certificates representing pre-consolidation shares for new certificates representing post-
consolidation shares. Until surrendered, each share certificate representing pre-consolidation shares
will represent the number of whole post-consolidation shares to which the holder is entitled as a
result of the consolidation.
The Consolidation will reduce the issued and outstanding common shares of the Company from
76,276,702 to 15,255,340 common shares. Upon completion of the Consolidation and the Offering,
15,710,340 common shares of the Company will be issued and outstanding. The exercise or
conversion price of warrants and stock options and the number of common shares issuable
thereunder will also be proportionately adjusted pursuant to the Consolidation. The number of post-
Consolidated common shares received will be rounded up to the nearest whole number for fractions
of 0.5 or greater and rounded down to the nearest whole number for fractions of less than 0.5.
Pursuant to the provisions of the
Business Corporations Act
(
British Columbia
) and the Articles of
the Company, the Consolidation was approved by way of resolutions passed by the board of
directors of the Company and approved by the Exchange.
Private Placement
After the Consolidation, the Company will close a non-brokered private placement (the "
Offering
")
for aggregate gross proceeds of
$105,000
, consisting of 280,000 flow-through units of the Company
(each, a "
FT Unit
") at a price of
$0.25
per FT Unit and 175,000 units of the Company (each, a
"
Unit
") at a price of
$0.20
per Unit.
Each Unit consists of one common share of the Company ("
Unit Share
") and one common share
purchase warrant ("
Warrant
"). Each FT Unit consists of one common share of the Company to be
issued as a "flow-through share" within the meaning of the
Income Tax Act
(
Canada
) (a "
FT Share
")
and one Warrant. Each Warrant entitles the holder thereof to purchase one common share of the
Company (a "
Warrant Share
") at a post-Consolidation price of
$0.30
at any time on or before the
date which is 36 months following the closing of the Offering.
Additional details regarding the Offering will be provided in a subsequent news release upon the
closing of the Offering. The closing of the Offering is subject to the final approval of the Exchange.
About SKRR Exploration Inc.
SKRR is a Canadian-based precious and base metal explorer with properties in
British Columbia
and
Saskatchewan
– some of the world's highest ranked mining jurisdictions. The primary exploration
focus is on the Trans-Hudson Corridor in
Saskatchewan
in search of world class precious and base
metal deposits. The Trans-Hudson Orogen – although extremely well known in geological terms has
been significantly under-explored in
Saskatchewan
. SKRR is committed to all stakeholders including
shareholders, all its partners and the environment in which it operates.
ON BEHALF OF THE BOARD
Sherman Dahl
President & CEO
Tel: 250-558-8340
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.
The securities offered 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 U.S. state securities laws, and may not
be offered or sold in
the United States
or to, or for the account or benefit of,
United States
persons
absent registration or an applicable exemption from the registration requirements of the U.S.
Securities Act and applicable U.S. state securities laws. This press release does not constitute an
offer to sell or the solicitation of an offer to buy securities in
the United States
, nor in any other
jurisdiction.
Forward-Looking Information
This news release contains "forward–looking information or statements" within the meaning of
applicable securities laws, which may include, without limitation, statements relating to the
Consolidation and the Offering, the intended use of proceeds of the Offering and other statements
relating to the technical, financial and business prospects of the Company, its projects and other
matters. All statements in this news release, other than statements of historical facts, that address
events or developments that the Company expects to occur, are forward-looking statements.
Although the Company 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 may differ materially from those in the forward-looking statements. Such statements
and information are based on numerous assumptions regarding present and future business
strategies and the environment in which the Company will operate in the future, including the price of
metals, the ability to achieve its goals, the ability to secure equipment and personnel to carry out
work programs, that general business and economic conditions will not change in a material adverse
manner, that financing will be available if and when needed and on reasonable terms. Such forward-
looking information reflects the Company's views with respect to future events and is subject to
risks, uncertainties and assumptions, including the risks and uncertainties relating to the
interpretation of exploration results, risks related to the inherent uncertainty of exploration and cost
estimates and the potential for unexpected costs and expenses and those other risks filed under the
Company's profile on SEDAR at
www.sedar.com
. There is a possibility that future exploration,
development or mining results will not be consistent with the Company's expectations. Factors that
could cause actual results to differ materially from those in forward looking statements include, but
are not limited to, continued availability of capital and financing and general economic, market or
business conditions, failure to secure personnel and equipment for work programs, adverse weather
and climate conditions, failure to maintain all necessary government permits, approvals and
authorizations, the impact of Covid-19 or other viruses and diseases on the Company's ability to
operate, decrease in the price of gold, copper, nickel, uranium and other metals, failure to maintain
community acceptance (including First Nations), increase in costs, litigation, and failure of
counterparties to perform their contractual obligations. The Company does not undertake to update
forward–looking statements or forward–looking information, except as required by law.
SOURCE
SKRR EXPLORATION INC.
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For further information:
Sherman Dahl, President & CEO, Tel: 250-558-8340
CO: SKRR EXPLORATION INC.
CNW 17:30e 05-JUL-23