Mr. Robin Dow reports
NEVADA ORGANIC PHOSPHATE CLOSES FOURTH TRANCHE OF UNIT OFFERING
Nevada Organic Phosphate Inc., further to its news releases dated March 18, 2024, June 6, 2024, and July 23, 2024, has closed the fourth tranche of its previously announced non-brokered private placement for gross aggregate proceeds of $75,000 through the issuance of 1.5 million units of the company at a price of five cents per unit.
Each unit consists of one common share in the capital of the company and one share purchase warrant, with each warrant entitling the holder thereof to purchase one additional share at a price of 10 cents per warrant share for a period of 60 months following the date of issuance.
The aggregate proceeds of the fourth tranche are anticipated to be used for advancement of the company's Murdock property and for general working capital. No fees were paid in connection with closing of the fourth tranche.
All securities issued in connection with the fourth tranche are subject to a statutory hold period expiring four months and one day after the date of issuance, as set out in National Instrument 45-102, Resale of Securities. The offering remains subject to regulatory approval and the approval of the Canadian Securities Exchange.
Compensation share issuance
The company also announces that it has issued two million common shares of the company as bonus compensation to Robin Dow, chief executive officer, and Garry Smith, PGeo. The compensation shares are being issued equally, at a deemed price of five cents per share, in accordance with policies of the CSE.
The shares are being issued to Mr. Dow as compensation for the 12 years he has worked for no compensation, to March of 2023. The shares to Mr. Smith are in recognition of the outstanding work he has done in the last year to expand the land package from one to four leases and for the detailed definition of the geological opportunity at Murdock Mountain. All compensation shares issued are subject to a four-month-and-one-day hold period.
The issuance of the compensation shares constitutes a related party transaction as this term is defined in Multilateral Instrument 61-101, Protection of Minority Securityholders in Special Transactions. The issuance of the shares was exempt from the valuation requirement of MI 61-101 by the virtue of the exemption contained in Section 5.5(b) as the company's shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in Section 5.7(1)(a) as the value of the shares issued did not exceed 25 per cent of the company's market capitalization. The company did not file a material change report more than 21 days before the expected closing of the compensation shares transaction as the details and amounts of the bonuses were not finalized until closer to the closing, and the company wished to close the transaction as soon as practicable, which the company deems reasonable.
About Nevada Organic Phosphate Inc.
Nevada Organic Phosphate is a junior exploration company with a sedimentary rock phosphate property (the Murdock property), hosting a nearly flat-lying sedimentary bed of known phosphate mineralization in northeastern Nevada.
The increasing interest in organic and sustainable agriculture practices has contributed to the demand for organic fertilizers, including those derived from rock phosphate. Organic rock phosphate is often marketed as a fertilizer that not only provides phosphorus but also contributes to overall soil health.
The issuer aims to be one of the only certified organic rock phosphate producers with large-scale potential in North America. The Murdock property is situated adjacent to a main highway and the rail head to California.
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