Mr. Michael Michaud reports
RED PINE ANNOUNCES UPSIZE OF PREVIOUSLY ANNOUNCED "BOUGHT DEAL" PRIVATE PLACEMENT TO C$9,565,529
Red Pine Exploration Inc. has entered into an amendment agreement with Haywood Securities Inc., as co-lead underwriter and sole bookrunner, on its own behalf and on behalf of Research Capital Corp., as co-lead underwriter, pursuant to which the underwriters have agreed to purchase, on a bought deal private placement basis: (i) 22,223,000 non-flow-through common shares of the company at a price of 9.0 cents per non-FT share; and (ii) any combination of: (A) tranche 1 flow-through shares of the company at a price of 10.5 cents per tranche 1 FT share; and (B) tranche 2 flow-through shares of the company at a price of 12.6 cents per tranche 2 FT share, such that the aggregate gross proceeds to the company equal at least $9,565,529.
The company has granted the underwriters an option to purchase up to an additional 15 per cent of the upsized offering in any combination of: (i) non-FT shares at the non-FT issue price; (ii) tranche 1 FT shares at the tranche 1 FT issue price; and (iii) tranche 2 FT shares at the tranche 2 FT issue price, exercisable in whole or in part at any time up to 48 hours prior to the closing date.
The gross proceeds from the sale of tranche 1 FT shares and tranche 2 FT shares 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) related to the company's projects in Ontario. All qualifying expenditures will be renounced in favour of the subscribers of the tranche 1 FT shares and tranche 2 FT shares, effective Dec. 31, 2024. The net proceeds from the sale of non-FT shares will be used by the company for general working capital and corporate purposes, and for exploration at the Wawa gold project in Ontario.
The upsized offering is expected to close on or about Oct. 1, 2024, and is subject to certain closing conditions, including, but not limited to, the receipt of all necessary approvals, including the conditional listing approval of the TSX Venture Exchange and the applicable securities regulatory authorities. The upsized offering is being made by way of private placement in Canada. The securities issued under the upsized offering will be subject to a hold period in Canada expiring four months and one day from the closing date of the upsized offering. The upsized offering is subject to final acceptance of the TSX Venture Exchange.
In consideration for its services, the company has agreed to pay the underwriters a cash commission equal to 6.0 per cent of the gross proceeds from the upsized offering and that number of non-transferable compensation options as is equal to 6.0 per cent of the aggregate number of offered shares sold under the upsized offering. Each compensation option is exercisable to acquire one common share of the company at a price equal to the non-FT issue price for a period of 24 months from the closing date of the upsized offering.
About Red Pine Exploration Inc.
Red Pine is a gold exploration company headquartered in Toronto, Ont., Canada. The company's shares trade on the TSX Venture Exchange under the symbol RPX and on the OTCQB Markets 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 past five years. Its land package hosts numerous historic gold mines and is over 7,000 hectares in size. Red Pine is building a strong position as a mineral exploration and development player in the Michipicoten region.
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