Talisker Announces Increase to its Private Placement to up to C$4 Million
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Talisker Announces Increase to its Private Placement
to up to C$4 Million
Toronto, Ontario, August 15, 2019 - Talisker Resources Ltd. ("T alisker" or the "Company")
(CSE:TSK | OTCQB:TSKFF) is pleased to announce that it has ente red into an agreement with
Haywood Securities Inc. and PI Financial Corp. as co-lead agent s and joint bookrunners
(together, the “Agents”), to increase the “best efforts” privat e placement financing announced on
August 14, 2019, to raise gross proceeds of up to C$4.0 million (the “Offering”).
The Offering will consist of a combination of common shares (th e “Common Shares”), flow-
through shares (the “FT Shares”) and charity flow-through shares (the “Charity FT Shares”) of the
Company, such FT Shares and Charity FT Shares to qualify as "flow-through shares" (within the
meaning of subsection 66(15) of the Income Tax Act (Canada)), at a price of C$0.14 per Common
Share (the “Common Share Price”), C$0.16 per FT Share (the “FT Price”) and C$0.21 per Charity
FT Share (“Charity FT Price”), respectively.
The gross proceeds from the sale of FT Shares and Charity FT Sh ares will be used by the
Company to incur eligible “Canadian exploration expenses” that will qualify as "flow-through
mining expenditures" as such terms are defined in the Income Tax Act (Canada) (the "Qualifying
Expenditures") related to the Company's projects in Canada. All Qualifying Expenditures will be
renounced in favour of the subscribers of the FT Shares and Cha rity FT Shares effective
December 31, 2019. The net proceeds from the sale of Common Sha res will be used by the
Company for working capital and general corporate purposes.
The Offering is expected to close on or about August 29, 2019 a nd is subject to certain closing
conditions including, but not limited to, the receipt of all ne cessary approvals including the
conditional listing approval of the CSE and the applicable secu rities regulatory authorities. The
securities issued under the Offering will be subject to a four month hold period from the date of
issue in accordance with applicable securities laws. In conside ration for their services, the
Company has agreed to pay the Agents a cash commission equal to 6.0% of the gross proceeds
from the Offering (except in respect of gross proceeds under a president’s list, for which no fees
shall be payable), and issue to the Agents non-transferable warrants (“Compensation Warrants”)
equal to 6.0% of the aggregate number of Common Shares issued u nder the Offering. The
Compensation Warrants will be exercisable into common shares of the Company at a price per
Compensation Warrant equal to the Common Share Price for a peri od of 24 months from the
closing 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 releas e shall not constitute an offer to
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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 Talisker Resources Ltd.
Talisker Resources Ltd. is a junior resource company involved in the exploration and development
of projects in British Columbia, Canada. Talisker's projects co nsist of several early to advanced
stage projects. The Toodoggone projects located in the prolific Golden Triangle include the past
producing Baker Gold/Silver Project, the Shasta Mine and Baker mill infrastructure and
equipment, the Chappelle (Baker and Multinational Mines) Property, the Mets Lease and the Bot
Property. South Central B.C. projects include the Tulox Property, the WCGG Properties, and the
Spences Bridge Regional Program, a 226,881 hectare land package covering 70% of the
Spences Bridge Gold Belt.
For further information please contact Terry Harbort, Chief Exe cutive Officer of Talisker at
Related Links
https://taliskerresources.com/
Caution Regarding Forward Looking Statements
Certain statements contained in this press release constitute forward-looking information. These statements relate to future
events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated"
and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking
information and are based on Talisker’s current belief or assumpti ons as to the outcome and timing of such future events.
Actual future results may differ materially. In particular, this release contains forward-look ing information relating to, amon g
other things, the use of proceeds from the Offering, the listing of the common s hares of Talisker on the CSE. Various
assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-
looking information. Those assumptions and factors are based on information currently available to Talisker. Although such
statements are based on reasonable assumptions of Talisker's management, there can be no assurance that any conclusions
or forecasts will prove to be accurate.
Forward-looking information contained in this news release is based on certain factors and assumptions regarding, among
other things, potential mineralization on the B.C. Properties, and ot her similar matters. While Talisker considers these
assumptions to be reasonable based on information currently ava ilable to them, they may prove to be incorrect. Forward
looking information involves known and unknown risks, uncertainti es and other factors which may cause the actual results,
performance or achievements to be materially different from any future results, performance or achievements expressed or
implied by the forward-looking information. Such factors include risks inherent in the exploration and development of mineral
deposits, including risks relating to changes in project parameters as plans continue to be redefined, risks relating to variations
in grade or recovery rates, risks relating to changes in miner al prices and the worldwide demand for and supply of minerals,
risks related to increased competition and current global financial conditions, access and supply risks, reliance on key
personnel, operational risks regulatory risks, including risks relating to the acquisition of the necessary licenses and permits,
financing, capitalization and liquidity risks, title and environmental risks and risks relating to the failure to receive all r equisite
shareholder and regulatory approvals.
The forward-looking information contained in this release is made as of the date hereof, and Talisker is not obligated to update
or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as
required by applicable securities laws.
Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-
looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility
for the adequacy or accuracy of this release. No stock excha nge, securities commission or other regulatory authority has
approved or disapproved the information contained herein.