09:11:52 EDT Mon 06 May 2024
Enter Symbol
or Name
USA
CA



Red Pine Exploration Inc (3)
Symbol RPX
Shares Issued 136,862,319
Close 2023-05-05 C$ 0.195
Market Cap C$ 26,688,152
Recent Sedar Documents

Red Pine closes $7.74-million private placement

2023-05-08 13:55 ET - News Release

Mr. Quentin Yarie reports

RED PINE CLOSES $7.745 MILLION PRIVATE PLACEMENT

Red Pine Exploration Inc. has closed its previously announced best efforts private placement for gross proceeds of approximately $7,745,000, including full exercise of the agents' option (as defined in the press release of the company dated March 31, 2023). The offering consisted of: (i) 5,675,000 units of the company at a price of 20 cents per unit (the issue price); (ii) 11,538,230 tranche 1 flow-through units of the company at a price of 23.5 cents per tranche 1 FT unit; and (iii) 13,679,000 tranche 2 flow-through units of the company at a price of 28.5 cents per tranche 2 FT unit.

The offering was co-led by Haywood Securities Inc. and 3L Capital Inc. on behalf of a syndicate of agents including Laurentian Bank Securities Inc. (together with Haywood and 3L, the agents). Haywood acted as sole bookrunner in connection with the offering.

Each offered Security consists of one common share in the capital of the company and one-half of one common share purchase warrant of the company. Each warrant entitles the holder to acquire one common share at a price per warrant share of 25 cents until May 8, 2024.

Each common share and warrant underlying the tranche 1 FT units and the tranche 2 FT units qualify as a flow-through share within the meaning of Subsection 66(15) of the Income Tax Act (Canada). The gross proceeds from the sale of tranche 1 FT units and tranche 2 FT units 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 Tax Act related to the company's projects in Canada. All qualifying expenditures will be renounced in favour of the subscribers of the tranche 1 FT units and the tranche 2 FT units effective Dec. 31, 2023. The net proceeds from the sale of units will be used by the company for continuing exploration at the Wawa gold project, working capital and general corporate purposes.

In consideration for their services, the company (i) paid the agents a cash commission equal to 6 per cent of the gross proceeds, and (ii) issued to the agents 1,853,533 compensation options. Each compensation option is exercisable to acquire one common share at the issue price until May 8, 2025.

All securities issued in connection with the offering are subject to a hold period in Canada expiring Sept. 9, 2023. The offering remains subject to final acceptance of the TSX Venture Exchange.

An insider of the company purchased 75,000 units under the offering. Such transaction constitutes a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company has relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation. The company did not file a material change report more than 21 days before the closing of the offering because the details of the insider participation were not finalized until closer to the closing and the company wished to close the offering as soon as practicable for sound business reasons.

About Red Pine Exploration Inc.

Red Pine Exploration is a gold exploration company headquartered in Toronto, Ont., Canada. The company's shares trade on the TSX-V under the symbol RPX and on the OTCQB market under the symbol RDEXF.

The Wawa gold project is in the Michipicoten greenstone belt of Ontario, a region that has seen major investment by several producers in the last five years. Its land package hosts numerous historic gold mines and is over 6,900 hectares in size. Led by Mr. Yarie, who has over 25 years of experience in mineral exploration, Red Pine is strengthening its position as a major mineral exploration and development player in the Michipicoten region.

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