VR announces $4m non-brokered private placement in order to advance the Critical Metals discovery at its Hecla-Kilmer property in Ontario. NR-22-11
VR RESOURCES LTD.
1500 – 409 Granville St.
Vancouver, BC, Canada, V6C 1T2
Tel: 604-262-1104; [email protected]
TSX.V: VRR; www.vrr.ca
VR announces $4m non-brokered private placement in order to advance
the Critical Metals discovery at its Hecla-Kilmer property in Ontario.
NR-22-11
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO THE UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED
STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.
August 19, 2022, Vancouver, B.C.: VR Resources Ltd. (TSX.V: VRR; FSE: 5VR; OTCBB: VRRCF), the (Company), or
(VR), announces a non-brokered private placement (“Financing”) for gross proceeds of up to $4,000,000.
The financing is a hard-dollar private placement , non -brokered, on a best efforts basis. It will consist of
25,000,000 units (the “Units”) at a price of $0.16 per Unit for gross proceeds of up to $4,000,000, with each Unit
consisting of one common share (“Common Share”) of the Company and one-half of a common share purchase
warrant (“Warrant”), with each whole Warrant entitling the holder to acquire one additional Common Share at
an exercise price of $0.25 per Common Share for a period of 18 months from the closing date (“Closing Date”)
of the Financing. The Company may pay up to a 6% cash finders fee in relation to the financing.
Certain insiders of the Company may participate in the Financing. The issuance of Units to insiders of the
Company pursuant to the Financing will be considered related party transactions within the meaning of TSX
Venture Exchange Policy 5.9 and Multilateral Instrument 61 -101 – Protection of Minority Security Holders in
Special Transaction (MI 61 -101). The Company intends to rely on exemptions from the formal valuation and
minority approval requirements of sections 5.5(a) and 5.7(1)(a) of MI 61 -101 in respect of such insider
participation, based on a determination that fair market value of them participation in the Financing by insiders
will not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.
VR will use the gross proceeds of the Financing for its mineral exploration business, and more specifically to
solidify the Company’s plan for continued drilling at its Hecla-Kilmer critical metal discovery in northern Ontario.
The financing is expected to Close on or before September 30, 2022 and is subject to all regulatory approvals
including the approval of the TSX Venture Exchange. The securities issued in connection with this Financing will
be subject to a four -month hold peri od from the date of closing in accordance with applicable securities
legislation.
The securities have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities
Act”), or any U.S. state securities laws, and may not be offer ed or sold in the “United States” or to “U.S.
persons” (as such terms are defined in Regulation S under the U.S. Securities Act) without registration under
the U.S. Securities Act and all applicable state securities laws or compliance with an exemption fro m such
registration. 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 state in which such offer, solicitation or sale would be unlawful.
About VR Resources
VR is an established junior exploration company focused on greenfields opportunities in copper, gold and critical
metals (TSX.V: VRR; Frankfurt: 5VR; OTC QB: VRRCF). VR is the continuance of 4 years of active exploration in
Nevada by a Vancouver-based private company. The diverse experience and proven track record of its Board in
early-stage exploration, discovery and M&A is the foundation of VR. The Comp any focuses on underexplored,
large-footprint mineral systems in the western United States and Canada. VR owns its properties outright and
evaluates new opportunities on an ongoing basis, whether by staking or acquisition.
VR RESOURCES LTD.
1500 – 409 Granville St.
Vancouver, BC, Canada, V6C 1T2
Tel: 604-262-1104; [email protected]
TSX.V: VRR; www.vrr.ca
The Company continues its nor mal course of business in 202 2 within the framework of modified exploration
programs in response to the COVID -19 pandemic, with the goal of ensuring the health and safety of staff and
project personnel.
ON BEHALF OF THE BOARD OF DIRECTORS:
“Michael H. Gunning”
_____________________________
Dr. Michael H. Gunning, PhD, PGeo
President & CEO
For general information please use the following:
Website: www.vrr.ca
Email: [email protected]
Phone: 604-262-1104
Contact: Mike Gunning, at [email protected] ; Cell: 604-374-3708
Forward Looking Statements
This press release contains forward -looking statements. Forward-looking statements are typically identified by
words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions or are those which,
by their nature, refer to fu ture events. Forward looking statements in this release, for example include but are
not limited to: the general use of proceeds, that the Company will complete the financing; that the Company will
carry out exploration on its Ontario property.
Although the Company believes that the use of such statements is reasonable, there can be no assurance that
such statements will prove to be accurate, and actual results and future events could differ materially from those
anticipated in such statements. The Compan y cautions investors that any forward -looking statements by the
Company are not guarantees of future performance, and that actual results may differ materially from those in
forward-looking statements. Trading in the securities of the Company should be considered highly speculative.
All of the Company’s public disclosure filings may be accessed via www.sedar.com and readers are urged to
review these materials.
Neither the 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