NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
TORONTO, Nov. 25, 2021 (GLOBE NEWSWIRE) — Jourdan Resources Inc. (TSX-V: JOR) (“Jourdan” or the “Company”) is pleased to announce that it has closed its non-brokered private placement financing for gross proceeds of $455,000 (the “Offering”). For more information about the Offering, please see the Company’s press release dated October 15, 2021, which is available under the Company’s profile on SEDAR at www.sedar.com.
Pursuant to the Offering, Jourdan issued 9,100,000 units (each, a “Unit”) at a price of $0.05 per Unit. Each Unit consists of one common share of the Company and one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to acquire one additional common share of the Company at an exercise price of $0.07 until November 25, 2023.
All securities issued in connection with the Offering are subject to a statutory hold period expiring on March 26, 2022. Completion of the Offering is subject to receipt of final approval of the TSX Venture Exchange (“TSXV”). Finder’s fees were paid in accordance with the policies of the TSXV to Hampton Securities consisting of a cash commission equal to $400 and an issuance of 8,000 finder warrants (“Finder Warrants”) and to Leede Jones Gable consisting of a cash commission equal to $1,200 and an issuance of 24,000 Finder Warrants. Each Finder Warrant entitles the holder thereof to purchase one common share of the Company at a price of $0.07 per share until November 25, 2023. The Company intends to use the net proceeds of the Offering for working capital and general corporate purposes.
Insiders of the Company subscribed for Units pursuant to the Offering (the “Insider Participation”). The Insider Participation is considered 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 Insider Participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101. The Company did not file a material change report more than 21 days before closing the Offering as the details of the abovementioned Insider Participation were not settled until shortly prior to closing, and the Company wished to close the Offering on an expedited basis.
Stock Option Grant
In addition, the Company announced today that it has granted 2,800,000 stock options to certain directors, officers and consultants of the Company pursuant to the Company’s stock option plan. The stock options vest immediately and may be exercised at a price of $0.05 per option for a period of five years from the date of grant. This grant of options is subject to the approval of the TSXV.
About Jourdan Resources
Jourdan Resources Inc. is a Canadian junior mining exploration company trading under the symbol “JOR” on the TSX Venture Exchange and “2JR1” on the Stuttgart Stock Exchange. The Company is focused on the acquisition, exploration, production, and development of mining properties. The Company’s properties are in Quebec, Canada, primarily in the spodumene-bearing pegmatites of the La Corne Batholith, around North American Lithium’s producing Quebec Lithium Mine.
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This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the Offering, including the Company’s intended use of net proceeds. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Jourdan to be materially different from those expressed or implied by such forward-looking information, including but not limited to: receipt of necessary approvals; general business, economic, competitive, political and social uncertainties; future prices of minerals; accidents, labour disputes and shortages and other risks of the mining industry. Although Jourdan has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Jourdan does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
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 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
NEITHER 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.
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