Vr Resources Announces Closing of Non-Brokered Private Placement NR-19-12
VR RESOURCES LTD.
1750 - 700 West Pender St.
Vancouver, BC, Canada, V6C 1G8
Tel: 604-262-1104; [email protected]
TSX.V: vrr; www.vrr.ca
VR RESOURCES ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT
NR-19-12
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 14, 2019, Vancouver, B.C.: VR Resources Ltd . (TSX.V: VRR; FSE: 5VR; OTCBB: VRRCF ) (the “Company” or “VR”) is pleased
to announce that it has filled and completed its previously announced non-brokered private placement (“Financing”) of 2,200,000
units (“Units”) at a price of $0.22 per Unit for aggregate proceeds of $484,000.
Each Unit consists of one common share (Common Share) of the Company and one -half of a Common Share purchase warrant
(“Warrant”). Each whole Warrant will entitle the holder to acquire one additional Common Share at an exercise price of $0.40 per
Common Share for a period of 18 months from the closing date (“Closing Date”) of the Financing.
Certain insiders of the Company, participated 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 Multilatera l
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 the participation in the Financing by insid ers will
not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.
The securities that were issued under the Financing are subject to a four month hold period under Canadian securities law expiring
on December 15, 2019.
In connection with the Financing, the Company paid a cash finders fee of $7,332.38.
VR will use the net proceeds of t he Financing for mineral exploration on its properties in Ontario and Nevada, and for general
administrative and corporate purposes.
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 offered 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 from such registration. This press release shall not constitute an offer to sell or the solic itation
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.
The Company has issued 1,000,000 incentive options to Directors, Officer’s, Employees and Consultants, of which 825,000 of th e
options were issued to Directors and Officer’s. The options are exercisable at a price of $0.28 for a ten -year period expiring on
August 14, 2029
About VR Resources
VR is an emerging junior exploration company focused on large, underexplored copper-gold mineral systems in the western United
States and Canada (TSX.V: VRR; Frankfurt: 5VR; OTCBB: VRR CF). The diverse experience and proven track record of its Board in
early-stage exploration, discovery and M&A is the foundation of VR. The Company is focused on large, underexplored copper-gold
mineral systems in the western United States and Canada. VR is the continuance of 4 years of exploration in Nevada by a private
exploration company. VR has sufficient funds for its exploration strategy . VR owns its properties outright , and evaluates new
opportunities on an ongoing basis, whether by staking or acquisition.
ON BEHALF OF THE BOARD OF DIRECTORS:
“Michael H. Gunning”
_____________________________
Dr. Michael H. Gunning, PhD, PGeo
President & CEO
VR RESOURCES LTD.
1750 - 700 West Pender St.
Vancouver, BC, Canada, V6C 1G8
Tel: 604-262-1104; [email protected]
TSX.V: vrr; www.vrr.ca
For general information please use the following:
Website: www.vrr.ca
Email: [email protected]
Phone: 604-262-1104
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, postul ate and similar expressions or are those which, by their nature, refer
to future events. Forward looking statements in this release, for example include but are not limited to the Company plans
to carry out exploration of its properties in Ontario and Nevada or acquiring new projects.
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 Company 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