2022-07-15 | TSXV:EPL | Press release

CRANBROOK, BC / ACCESSWIRE / July 15, 2022 / Eagle Plains Resources Ltd. (TSXV: EPL), (“the Company”) announces that the Company has closed a non-brokered private placement to non-arm’s length and arm’s length investors, as announced on June 30, 2022. Eagle Plains has closed subscriptions for a total of 7,571,058 flow-through units at a price of $ .17 CDN per unit for gross proceeds of CDN $1,287,080. Each unit consists of one flow-through common share and one-half non-flow-through common share warrant, each whole warrant exercisable at C$0.25 for a period of 24 months.

The common share purchase warrants are subject to earlier expiry at the option of the Company if the published closing price of the common shares on the TSX Venture Exchange is greater than or equal to $0.50 for 20 consecutive trading days, in which event, the holder may be notified that the Warrants will expire 30 days after the date of such notice. The common share purchase warrants are exercisable by the holder during the 30 day period between the notice and the expiration of the common share purchase warrants.

Finder’s fees of $3,570 were paid to registered brokers or eligible arm’s length third parties involved in the financing. Certain directors and insiders of the Company participated in the financing, with the majority of subscribers being current securityholders of Eagle Plains.

Proceeds from the sale of units will be used to fund exploration of the Company’s various projects in British Columbia and Saskatchewan and are expected to be renounced for the 2022 taxation year as Canadian exploration expenses such as defined in the Income Tax Act.

Additional Disclosure Information

Certain subscribers under the Offering are considered a “related party” to the Company and have subscribed for an aggregate of 1,250,000 Flow-Through Units for gross proceeds of $212,500. Each subscription by a “related party” of the Company is considered a “related party transaction” for the purposes of National Instrument 61-101 – Protection of Minority Holders of Securities in Special Transactions (“NI 61-101”) and Policy 5.9 – Protection of Minority Security Holders in TSX Venture Exchange Special Transactions. In accordance with NI 61-101, the Company will file a material change report providing information about each “related party transaction” on SEDAR under the Company’s issuer profile at www.sedar.com. The Company did not file the material change report more than 21 days before the expected closing date of the Offer because the details of the Offer and the participation therein of each “related party” of the Company were only settled shortly before the closing of the Offer. the Offer, and the Company wished to close the Offer on an accelerated basis for valid commercial reasons. The Company relies on exemptions from the formal valuation and minority shareholder approval requirements available under NI 61-101. The Company is exempt from the formal valuation requirement set out in section 5.4 of NI 61-101 in reliance on section 5.5(a) of NI 61-101 since the fair market value of the transaction, in the insofar as it involves interested parties, does not exceed 25% of the market capitalization of the Company. In addition, the Company is exempt from the minority shareholder approval requirement set out in section 5.6 of NI 61-101 by relying on section 5.7(a), as the fair market value of the transaction, in to the extent that it involves interested parties, does not exceed 25% of the market capitalization of the Company. The Offer has been approved by the Board of Directors of the Company. No special committee has been created in connection with the Offer, and no materially contrary views or abstentions have been expressed or made by any director.

About Eagle Plains Resources

Based in Cranbrook, BC, Eagle Plains is a prolific, well-funded project generator that continues to research, acquire and explore mineral projects in Western Canada. The Company was established in 1992 and is the ninth oldest issuer listed on the TSX Venture Exchange (and one of only three that has not experienced a stock reduction or restructuring). Eagle Plains has continued to generate shareholder value over the years and through numerous spin-offs has transferred over $100,000,000 of value directly to its shareholders, Copper Canyon Resources and recently Taiga Gold being examples. notables.

The Company is committed to steadily improving shareholder value by advancing our diverse portfolio of projects toward discovery through collaborative partnerships and the development of a highly experienced technical team. Eagle Plains also holds significant royalty interests in projects in Western Canada, covering a wide range of commodities on projects controlled by Cameco Corp., Iso Energy Corp., Denison Mines Corp., Skeena Resources Ltd. and Alexco Resource Corp./Banyan Gold Corp. , among many others. Management’s objective is to advance its most promising exploration projects. Throughout the exploration process, our mission is to help sustain thriving communities by exploring and uncovering resource opportunities while building lasting relationships through honest and respectful business practices.

Spending from 2011 to 2021 for Eagle Plains-related projects exceeds $27 million, the majority of which was funded by third-party partners. This exploration work resulted in approximately 42,000 m of diamond drilling and significant ground exploration work facilitating the advancement of numerous projects at various stages of development.

On behalf of the Board of Directors

“Tim J. Termuende”

President and CEO

For more information on the EPL, please contact Mike Labach at

1,866 HUNTING ORE (486,8673)

Email: [email protected] or visit our website at http://www.eagleplains.com

Caution Regarding Forward-Looking Statements

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. This press release may contain forward-looking statements, including, but not limited to, comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of title, potential mineral recovery, etc. Forward-looking statements relate to future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in these statements.

THE SOURCE: Eagle Plains Resources Ltd.

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