Yorbeau Closes Private Placement
YORBEAU RESOURCES INC.
110 Place Crémazie, Suite 503, Montréal, QC, H2P 1B9
www.yorbeauresources.com
111146919 v1
PRESS RELEASE
FOR IMMEDIATE RELEASE
YORBEAU CLOSES PRIVATE PLACEMENT
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
Montreal, December 31, 2019 - Yorbeau Resources Inc. (TSX: YRB) (the "Company" or "Yorbeau") is
pleased to announce that it has completed a private placement (the " Private Placement ") by issuing
14,060,000 Class A common shares at a price of $0.05 per share for gross proceeds of $ 703,000.00. The
Company paid a finder's fee and a brokerage commission totaling 7% with respect to a portion of the
Private Placement representing $300,000.00.
The Company will use the proceeds raised from the issue of the flow -through Class A common shares to
incur Canadian exploration expenses on its properties.
Four insiders subscribe d for a total of 1,260,000 Class A common shares having an aggregate
subscription price of $63,000.00. As insiders of the Company participated in the Private Placement, it is
deemed to be a "related party transaction" as defined under Multilateral Instrument 61-101—Protection of
Minority Security Holders in Special Transactions ("MI 61-101"). The Private Placement is exempt from
the formal valuation and minority shareholder approval requirements of MI 61 -101 (pursuant to
subsections 5.5(a) and 5.7(a)) as neither the fair market value of the Class A common shares distributed
to, nor the considerati on received from, interested parties exceeded 25% of the Company’s market
capitalization. The Company did not file a material change report at least 21 days prior to the closing of
the Private Placement as participation of the insiders had not been confirmed at that time.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the
securities in the United States. The securities have not been and will not be registered under the United
States Securities Act of 193 3, as amended (the " 1933 Act"), or any state securities laws and may not be
offered or sold within the United States or to, or for the account or benefit of U.S. persons (as defined in
Regulation S under the 1933 Act) absent such registration or an applicable exemption from such
registration requirements.
About Yorbeau Resources Inc.
Yorbeau Resources is a diversified mining exploration company with an enviable portfolio of exploration
properties in Quebec. The exploration projects comprise both gold and base metal projects, and the
strategic focus of the Company is on projects located in areas easily accessible and with infrastructure.
The wholly- owned Rouyn Property is the Company’s main gold asset and contains four known gold
deposits in the 6 km long Augmitto- Astoria corridor situated on the western portion of the property. The
Company signed a definitive agreement in December 2018, whereby IAMGOLD has the option to
acquire a 100% interest in the Rouyn property, where very encouraging drilling results were obtained in
2019. The base metal assets include the Scott Project, which bears important mineral resources (see the
YORBEAU RESOURCES INC.
110 Place Crémazie, Suite 503, Montréal, QC, H2P 1B9
www.yorbeauresources.com
111146919 v1
press release dated March 30, 2017) and on which a positive Preliminary Economic Assessment was
recently completed.
For additional information on the Company, consult its website at www.yorbeauresources.com.
For further information, please contact:
Gérald Riverin, PhD, P. Geo G. Bodnar Jr.
President, Yorbeau Resources Inc. Vice-President,
Yorbeau Resources Inc. Yorbeau Resources Inc.
[email protected] [email protected]
Tel: 819-279-1336 Tel: 514-384-2202
Toll free in North America: 1-855-384-2202
Forward-looking statements: Except for statement of historical fact, all statements in this news release,
including, without limitation, statements regarding the use of proceeds of the Private Placement are
forward-looking statements which involve risks and uncertainties. There can be no assurance that such
statements will prove to be accurate; actual results and future events could differ materially from those
anticipated in such statements. Yorbeau disclaims any obligation to update such forward- looking
statements, other than as required by applicable securities laws.