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LQWD Announces ATM Program to Support Ongoing Growth Initiatives
LQWD Announces ATM Program to Support Ongoing Growth Initiatives

Globe and Mail

time15-07-2025

  • Business
  • Globe and Mail

LQWD Announces ATM Program to Support Ongoing Growth Initiatives

VANCOUVER, British Columbia, July 15, 2025 (GLOBE NEWSWIRE) -- LQWD Technologies Corp. (TSXV:LQWD) (OTCQX: LQWDF) (' LQWD ' or the ' Company ') a Canadian-based Bitcoin-backed company and provider of enterprise-grade infrastructure for the Bitcoin Lightning Network, is pleased to announce the launch of an at-the-market equity program (the ' ATM Program ') that allows the Company to issue up to $10,000,000 of common shares in the capital of the Company (the ' Common Shares ') from treasury to the public from time to time, at the Company's discretion. The ATM Program strengthens LQWD's ability to execute strategically and supports its strategy to rapidly accumulate Bitcoin as a core asset, which the Company uses to fuel and expand its global Lightning Network infrastructure. Bitcoin plays a vital role in LQWD's strategy, powering the Lightning Network and acting as a key long-term asset in the Company's treasury. Distributions of the Common Shares through the ATM Program will be made pursuant to the terms of an equity distribution agreement (the ' Equity Distribution Agreement ') dated July 15, 2025 between the Company and Haywood Securities Inc. (the ' Agent '). 'We continue to make strong progress, and with our recent financing now complete and the ATM in place, we're well-positioned to accelerate our next phase of growth,' said Shone Anstey, CEO of LQWD Technologies. ' Our vision is to lead in the Lightning Network ecosystem, with Bitcoin holdings remaining a core pillar of that strategy.' Pursuant to the Equity Distribution Agreement, upon delivery of a placement notice by the Company, if any, the Agent may sell the Common Shares in Canada only, including, without limitation, sales made directly on the TSX Venture Exchange (' TSXV ') or any other recognized marketplace upon which the Common Shares are listed or quoted or where the Common Shares are traded in Canada. No Common Shares will be offered or sold in the United States. The volume and timing of distributions under the ATM Program, if any, will be determined in the Company's sole discretion. The ATM Program will be effective until the earlier of the issuance and sale of all of the Common Shares issuable pursuant to the ATM Program and December 31, 2025, unless terminated prior to such date by the Company or the Agent. As Common Shares sold in the ATM Program will be issued and sold at the prevailing market price at the time of the sale, prices may vary among purchasers during the period of the distribution. The Company expects to use the net proceeds from the ATM Program for the continued development and growth of Company and its businesses, including future acquisitions, research and development, and marketing initiatives. Until applied, some or all of the net proceeds of the ATM Program, if any, may be held as cash balances in the Company's bank account or invested at the discretion of the Company. The offering under the ATM Program will be made pursuant to a prospectus supplement dated July 15, 2025 (the ' Prospectus Supplement ') to the Company's short form base shelf prospectus for the province of Québec and the amended and restated short form base shelf prospectus amending and restating the final short form base shelf prospectus dated April 11, 2024, for each of the provinces and territories of Canada, except Québec dated June 30, 2025 (the ' Base Shelf Prospectus '). Completion of the distribution under the Prospectus Supplement in its entirety will constitute a material fact and a material change for the Company in accordance with applicable securities legislation. The Prospectus Supplement, the Base Shelf Prospectus, and the Equity Distribution Agreement can be accessed under the Company's profile on SEDAR+ at and on the Company's website at Alternatively, the Agent will send copies of the Prospectus Supplement, the Base Shelf Prospectus and Equity Distribution Agreement, as applicable, upon request by email at ecm@ No securities regulatory authority has either approved or disapproved of the contents of this press release. This press release is for information purposes only and does not constitute an offer to sell or the solicitation of an offer to buy the Common Shares, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. About LQWD LQWD Technologies Corp. is advancing Bitcoin adoption through the Lightning Network, a second-layer solution that enables instant, low-cost transactions at scale. As one of the first public companies dedicated to Lightning infrastructure, LQWD operates a network of enterprise-grade nodes designed to earn transaction fees and support network liquidity. With a strategic Bitcoin treasury and infrastructure positioned for scalability, LQWD offers investors unique exposure to both the long-term appreciation of Bitcoin and the growing use of Lightning as a global payments solution. For further information: Ashley Garnot, President/Director Phone: 1.604.669.0912 Email: ashley@ Website: X: @LQWDTech Forward-Looking Statements This news release contains certain 'forward-looking statements'. All statements, other than statements of historical fact that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future are forward-looking statements. These forward-looking statements reflect the current expectations and beliefs of the Company based on information currently available to the Company. Such forward-looking statements include statements relating to the ATM Program, including the completion and anticipated timing for completion of the ATM Program, the potential size of the ATM Program, the Company's intended use of the net proceeds of the ATM Program, the receipt of all necessary regulatory approvals, including the approvals of the TSXV, and the Company's development and growth plans. Any such forward-looking information may be identified by words such as 'anticipate', 'proposed', 'estimates', 'would', 'expects', 'intends', 'plans', 'may', 'will', and similar expressions. Forward-looking statements are subject to significant risks and uncertainties and other factors that could cause the actual results to differ materially from those discussed in the forward-looking statements, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein. 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.

Generation Mining Closes $11.5 Million Bought Deal Financing
Generation Mining Closes $11.5 Million Bought Deal Financing

National Post

time24-06-2025

  • Business
  • National Post

Generation Mining Closes $11.5 Million Bought Deal Financing

Article content TORONTO — Generation Mining Limited (TSX:GENM)(OTCQB: GENMF) (' Generation Mining ' or the ' Company ') is pleased to announce that it has completed its previously announced private placement of $10 million of units of the Company (the ' Units ') including the full exercise of the Underwriters' (as defined below) option, for aggregate gross proceeds of approximately $11.5 million (the ' Offering '). The Offering was conducted by a syndicate of underwriters led by Stifel Nicolaus Canada Inc., and including Haywood Securities Inc. (collectively, the ' Underwriters '), and consisted of the sale of 31,082,200 Units at a price of $0.37 per Unit. Article content Article content Each Unit comprised of one common share in the capital of the Company (each a ' Common Share ') and one-half (½) of one common share purchase warrant of the Company (each whole warrant, a ' Warrant '). Each Warrant entitles the holder thereof to acquire one Common Share at a price of $0.48 at any time from August 24, 2025 until August 24, 2028. Article content The Company intends to use the net proceeds from the Offering on the development of its Marathon Project and for general corporate purposes. Article content The Units were issued pursuant to Part 5A of National Instrument 45-106 – Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemptions, to purchasers resident in Canada (other than the province of Québec) and in other qualifying jurisdictions outside of Canada on a private placement basis pursuant to relevant prospectus or registration exemptions in accordance with applicable laws, and are not subject to a statutory hold period pursuant to applicable Canadian securities laws. The Offering remains subject to the final approval of the Toronto Stock Exchange. Article content The Company also announces that Mr. Eric Sprott, through 2176423 Ontario Inc., a corporation beneficially owned by him, acquired Units in the Offering to maintain his pro rata ownership interest in the Company. Article content In connection with the Offering, Jamie Levy, the President, Chief Executive Officer and a director of the Company, acquired 189,190 Units, Phillip C. Walford, a director of the Company, acquired 67,560 Units, and Stephen Reford (together with Messrs. Levy and Walford, the ' Insiders '), a director of the Company, acquired 60,000 Units. Participation by the Insiders in the Offering was considered a 'related party transaction' pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (' MI 61-101 '). The Company was exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the Insiders' participation in the Offering pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101. The Company did not file a material change report less than 21 days in advance of the closing of the Offering as the participation of the Insiders in the Offering had not been confirmed at that time. Article content The Units (including the underlying 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 U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Article content About the Company Article content Generation Mining's focus is the development of the Marathon Project, a large undeveloped copper-palladium deposit in Northwestern Ontario. The Marathon Property covers a land package of approximately 26,000 hectares, or 260 square kilometers. Gen Mining is dedicated to fostering a greener future by promoting sustainability, empowering communities, and delivering value to our stakeholders. Article content The Feasibility Study (the ' Technical Report ') estimated a Net Present Value (using a 6% discount rate) of C$1.07 billion, an Internal Rate of Return of 28%, and a 1.9-year payback based on the 3-yr trailing average metal prices at the effective date of the Technical Report. Over the anticipated 13-year mine life, the Marathon Project is expected to produce 2,161,000 ounces of palladium, 532 million lbs of copper, 488,000 ounces of platinum, 160,000 ounces of gold and 3,051,000 ounces of silver in payable metals. For more information, please review the Feasibility Study filed under the Company's profile at or on the Company's website at Article content Qualified Person Article content The scientific and technical content of this news release has been reviewed and approved by Daniel Janusauskas, Technical Services Manager of Generation PGM Inc., a wholly-owned subsidiary of the Company, and a Qualified Person as defined by Canadian Securities Administrators National Instrument 43-101 Standards of Disclosure for Mineral Projects. Article content Forward-Looking Information Article content This news release contains certain forward-looking information and forward-looking statements, as defined in applicable securities laws (collectively referred to herein as 'forward-looking statements)'. Forward-looking statements reflect current expectations or beliefs regarding future events or the Company's future performance. All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as 'plans', 'expects', 'is expected', 'budget', 'scheduled', 'estimates', 'continues', 'forecasts', 'projects', 'predicts', 'intends', 'anticipates', 'targets' or 'believes', or variations of, or the negatives of, such words and phrases or state that certain actions, events or results 'may', 'could', 'would', 'should', 'might' or 'will' be taken, occur or be achieved, including statements relating to the proposed use of proceeds from the Offering, receipt of all final regulatory approvals in connection with the Offering; the anticipated advancement of the Marathon Project; and future development plans. Article content Although the Company believes that the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the statements. There are certain factors that could cause actual results to differ materially from those in the forward-looking information. These include the timing for a construction decision; the progress of development at the Marathon Project, including progress of project expenditures and contracting processes, the Company's plans and expectations with respect to liquidity management, continued availability of capital and financing, the future prices of palladium, copper and other commodities, permitting timelines, exchange rates and currency fluctuations, increases in costs, requirements for additional capital, and the Company's decisions with respect to capital allocation, inflation, global supply chain disruptions, global conflicts, including the wars in Ukraine and Israel, the project schedule for the Marathon Project, key inputs, staffing and contractors, continued availability of capital and financing, uncertainties involved in interpreting geological data and the accuracy of mineral reserve and resource estimates, environmental compliance and changes in environmental legislation and regulation, the Company's relationships with Indigenous communities, results from planned exploration and drilling activities, local access conditions for drilling, and general economic, market or business conditions, as well as those risk factors set out in the Company's annual information form for the year ended December 31, 2024, and in the continuous disclosure documents filed by the Company on SEDAR+ at Article content Article content . Article content Article content Article content Article content Article content Contacts Article content For further information, please contact: Article content Article content Jamie Levy, President and Chief Executive Officer Article content Article content (416) 567-2440 (M) Article content Article content Article content

Red Pine Announces Upsize of Brokered Offering to $8.5 Million
Red Pine Announces Upsize of Brokered Offering to $8.5 Million

Yahoo

time23-06-2025

  • Business
  • Yahoo

Red Pine Announces Upsize of Brokered Offering to $8.5 Million

Toronto, Ontario--(Newsfile Corp. - June 23, 2025) - Red Pine Exploration Inc. (TSXV: RPX) (OTCQB: RDEXF) ("Red Pine" or the "Company") is pleased to announce that, due to strong investor demand, it has entered into an amendment agreement with Research Capital Corporation as the sole bookrunner and co-lead agent, and together with Haywood Securities Inc., as co-lead agents (the "Agents") to increase the size of the previously announced brokered, best-efforts Listed Issuer Financing Exemption private placement offering (the "Offering") of securities of the Company (the "Offered Securities") to $8,500,000 in aggregate gross proceeds, in a combination of: a minimum of 12,500,000 and up to a maximum of 55,000,000 non-flow-through units of the Company (the "NFT Units") at a price of $0.10 per NFT Unit for a minimum of $1,500,000 and up to $5,500,000 in gross proceeds. Each NFT Unit will consist of one common share of the Company (a "Common Share") and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"); up to 12,500,000 flow-through units of the Company (the "FT Units") comprised of one Common Share and one-half of one Warrant. Each such Common Share and Warrant comprising a FT Unit will qualify as a "flow-through share" within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the "Tax Act"). The FT Units will be issued at a price of $0.12 per FT Unit for up to $1,500,000 in gross proceeds; and up to 10,714,285 flow-through units of the Company (the "CFT Units"), comprised of one Common Share and one-half of one Warrant. Each such Common Share and Warrant comprising a CFT Unit will qualify as a "flow-through share" within the meaning of subsection 66(15) of the Tax Act. The CFT Units will be issued as part of a charity arrangement at a price of $0.14 per CFT Unit for up to $1,500,000 in gross proceeds. Each Warrant shall entitle the holder thereof to purchase one Common Share at an exercise price of $0.15 for a period of 36 months following the closing of the Offering. The gross proceeds from the sale of NFT Units will be used for working capital, general corporate purposes, and the evaluation of the potential for future open pit production at the Wawa Gold Project, including technical studies and permitting which are not considered Qualifying Expenditures (as defined below). The gross proceeds from the sale of FT Units and CFT Units will be used for exploration expenses on the Company's Wawa Gold Project in Ontario. The gross proceeds from the issue and sale of the FT Units and CFT Units will be used for Canadian exploration expenses as defined in paragraph (f) of the definition of "Canadian exploration expense" in subsection 66.1(6) of the Tax Act and "flow through mining expenditures" as defined in subsection 127(9) of the Tax Act that will qualify as "flow-through mining expenditures" and "eligible Ontario exploration expenditure" as defined in subsection 103(4) of the Taxation Act, 2007 (Ontario) (the "Qualifying Expenditures"), which will be incurred on or before December 31, 2026 and renounced with an effective date no later than December 31, 2025 to the initial purchasers of FT Units and CFT Units. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each FT Units and CFT Units subscriber for any additional taxes payable by such subscriber as a result of the Company's failure to fully renounce the Qualifying Expenditures as agreed. The Offered Securities will be offered for sale pursuant to the Listed Issuer Financing Exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions in all provinces of Canada, except Quebec. The NFT Units will also be offered in other qualifying jurisdictions outside of Canada, including the United States. The NFT Units, FT Units and CFT Units offered under the Listed Issuer Financing Exemption will not be subject to a hold period under applicable Canadian securities laws. There is an amended and restated offering document (the "Offering Document") related to this Offering that can be accessed under the Company's profile at and at the Company's website at Prospective investors should read this Offering Document before making an investment decision. The Offering is anticipated to close on or about July 3, 2025 ("Closing"), or such later date as the Company and the Agents may determine. The Closing is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX Venture Exchange. The Agents will receive a cash commission of 6% of the aggregate gross proceeds of the Offering and such number of broker warrants (the "Broker Warrants") as is equal to 6% of the number of Offered Securities sold under the Offering (in each case, subject to reduction for certain subscribers on a president's list of purchasers identified by the Company). Each Broker Warrant entitles the holder to purchase one Common Share at an exercise price equal to $0.10 for a period of 36 months following the Closing. This press release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws. About Red Pine Exploration Inc. Red Pine Exploration Inc. is a gold exploration company headquartered in Toronto, Ontario, 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 last five years. The Company's land package hosts numerous historic gold mines and is over 7,000 hectares in size. Red Pine is building a strong position as a major mineral exploration and development player in the Michipicoten region. For more information about the Company, visit Or contact: Michael Michaud, President and Chief Executive Officer, at (416) 364-7024 or mmichaud@ Or Manish Grigo, Director of Corporate Development, at (416) 569-3292 or mgrigo@ Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Forward-Looking Statements and Information This news release contains statements that constitute "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements, or developments to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will," "would," "may," "could" or "should" occur. These forward‐looking statements or information relate to, among other things: receipt of all approvals related to the Offering; and the intended use of proceeds from the Offering. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors and risks include, among others: the conditions to closing of the Offering may not be satisfied, management's broad discretion regarding the use of proceeds of the Offering, the Company may require additional financing from time to time in order to continue its operations which may not be available when needed or on acceptable terms and conditions acceptable; compliance with extensive government regulation; domestic and foreign laws and regulations could adversely affect the Company's business and results of operations; and the stock markets have experienced volatility that often has been unrelated to the performance of companies and these fluctuations may adversely affect the price of the Company's securities, regardless of its operating performance. The forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. The Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change. THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES To view the source version of this press release, please visit Sign in to access your portfolio

Red Pine Announces Upsize of Brokered Offering to $8.5 Million
Red Pine Announces Upsize of Brokered Offering to $8.5 Million

Globe and Mail

time23-06-2025

  • Business
  • Globe and Mail

Red Pine Announces Upsize of Brokered Offering to $8.5 Million

Toronto, Ontario--(Newsfile Corp. - June 23, 2025) - Red Pine Exploration Inc. (TSXV: RPX) (OTCQB: RDEXF) (" Red Pine" or the " Company") is pleased to announce that, due to strong investor demand, it has entered into an amendment agreement with Research Capital Corporation as the sole bookrunner and co-lead agent, and together with Haywood Securities Inc., as co-lead agents (the " Agents") to increase the size of the previously announced brokered, best-efforts Listed Issuer Financing Exemption private placement offering (the " Offering") of securities of the Company (the " Offered Securities") to $8,500,000 in aggregate gross proceeds, in a combination of: a minimum of 12,500,000 and up to a maximum of 55,000,000 non-flow-through units of the Company (the " NFT Units") at a price of $0.10 per NFT Unit for a minimum of $1,500,000 and up to $5,500,000 in gross proceeds. Each NFT Unit will consist of one common share of the Company (a " Common Share") and one-half of one Common Share purchase warrant (each whole warrant, a " Warrant"); up to 12,500,000 flow-through units of the Company (the " FT Units") comprised of one Common Share and one-half of one Warrant. Each such Common Share and Warrant comprising a FT Unit will qualify as a "flow-through share" within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the " Tax Act"). The FT Units will be issued at a price of $0.12 per FT Unit for up to $1,500,000 in gross proceeds; and up to 10,714,285 flow-through units of the Company (the " CFT Units"), comprised of one Common Share and one-half of one Warrant. Each such Common Share and Warrant comprising a CFT Unit will qualify as a "flow-through share" within the meaning of subsection 66(15) of the Tax Act. The CFT Units will be issued as part of a charity arrangement at a price of $0.14 per CFT Unit for up to $1,500,000 in gross proceeds. Each Warrant shall entitle the holder thereof to purchase one Common Share at an exercise price of $0.15 for a period of 36 months following the closing of the Offering. The gross proceeds from the sale of NFT Units will be used for working capital, general corporate purposes, and the evaluation of the potential for future open pit production at the Wawa Gold Project, including technical studies and permitting which are not considered Qualifying Expenditures (as defined below). The gross proceeds from the sale of FT Units and CFT Units will be used for exploration expenses on the Company's Wawa Gold Project in Ontario. The gross proceeds from the issue and sale of the FT Units and CFT Units will be used for Canadian exploration expenses as defined in paragraph (f) of the definition of "Canadian exploration expense" in subsection 66.1(6) of the Tax Act and "flow through mining expenditures" as defined in subsection 127(9) of the Tax Act that will qualify as "flow-through mining expenditures" and "eligible Ontario exploration expenditure" as defined in subsection 103(4) of the Taxation Act, 2007 (Ontario) (the " Qualifying Expenditures"), which will be incurred on or before December 31, 2026 and renounced with an effective date no later than December 31, 2025 to the initial purchasers of FT Units and CFT Units. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each FT Units and CFT Units subscriber for any additional taxes payable by such subscriber as a result of the Company's failure to fully renounce the Qualifying Expenditures as agreed. The Offered Securities will be offered for sale pursuant to the Listed Issuer Financing Exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions in all provinces of Canada, except Quebec. The NFT Units will also be offered in other qualifying jurisdictions outside of Canada, including the United States. The NFT Units, FT Units and CFT Units offered under the Listed Issuer Financing Exemption will not be subject to a hold period under applicable Canadian securities laws. There is an amended and restated offering document (the " Offering Document") related to this Offering that can be accessed under the Company's profile at and at the Company's website at Prospective investors should read this Offering Document before making an investment decision. The Offering is anticipated to close on or about July 3, 2025 (" Closing"), or such later date as the Company and the Agents may determine. The Closing is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX Venture Exchange. The Agents will receive a cash commission of 6% of the aggregate gross proceeds of the Offering and such number of broker warrants (the " Broker Warrants") as is equal to 6% of the number of Offered Securities sold under the Offering (in each case, subject to reduction for certain subscribers on a president's list of purchasers identified by the Company). Each Broker Warrant entitles the holder to purchase one Common Share at an exercise price equal to $0.10 for a period of 36 months following the Closing. This press release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws. About Red Pine Exploration Inc. Red Pine Exploration Inc. is a gold exploration company headquartered in Toronto, Ontario, 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 last five years. The Company's land package hosts numerous historic gold mines and is over 7,000 hectares in size. Red Pine is building a strong position as a major mineral exploration and development player in the Michipicoten region. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Forward-Looking Statements and Information This news release contains statements that constitute "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements, or developments to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will," "would," "may," "could" or "should" occur. These forward‐looking statements or information relate to, among other things: receipt of all approvals related to the Offering; and the intended use of proceeds from the Offering. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors and risks include, among others: the conditions to closing of the Offering may not be satisfied, management's broad discretion regarding the use of proceeds of the Offering, the Company may require additional financing from time to time in order to continue its operations which may not be available when needed or on acceptable terms and conditions acceptable; compliance with extensive government regulation; domestic and foreign laws and regulations could adversely affect the Company's business and results of operations; and the stock markets have experienced volatility that often has been unrelated to the performance of companies and these fluctuations may adversely affect the price of the Company's securities, regardless of its operating performance. The forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. The Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change. To view the source version of this press release, please visit

Red Pine Announces $7 Million Brokered Offering
Red Pine Announces $7 Million Brokered Offering

Yahoo

time19-06-2025

  • Business
  • Yahoo

Red Pine Announces $7 Million Brokered Offering

Toronto, Ontario--(Newsfile Corp. - June 19, 2025) - Red Pine Exploration Inc. (TSXV: RPX) (OTCQB: RDEXF) ("Red Pine" or the "Company") is pleased to announce that it has entered into an agreement with Research Capital Corporation as the sole bookrunner and co-lead agent, and together with Haywood Securities Inc., as co-lead agents (the "Agents") in connection with a brokered, best-efforts Listed Issuer Financing Exemption private placement offering (the "Offering") of securities of the Company (the "Offered Securities") for aggregate gross proceeds to the Company of up to $7,000,000 in a combination of: a) a minimum of $1,500,000 and up to $5,500,000 in gross proceeds of non-flow-through units of the Company (the "NFT Units") at a price of $0.10 ("NFT Unit Issue Price") per NFT Unit. Each NFT Unit will consist of one common share of the Company (a "Common Share") and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"); and b) up to a maximum of $2,500,000 in gross proceeds of flow-through units of the Company (the "FT Units") at a price of $0.12 per FT Unit. Each FT Unit will consist of one Common Share that will qualify as "flow-through share" within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the "Tax Act") and one-half of one Warrant. Each Warrant shall entitle the holder thereof to purchase one Common Share at an exercise price of $0.15 for a period of 36 months following the closing of the Offering. The Company will grant the Agents an option (the "Agents' Option") to increase the size by up to an additional 15% of the number of NFT Units sold in the Offering, by giving written notice of the exercise of the Agents' Option, or a part thereof, to the Company at any time up to two (2) business days prior to closing of the Offering. The gross proceeds from the sale of NFT Units will be used for working capital, general corporate purposes, and the evaluation of the potential for future open pit production at the Wawa Gold Project, including technical studies and permitting which are not considered Qualifying Expenditures (as defined below). The gross proceeds from the sale of FT Units will be used for exploration expenses on the Company's Wawa Gold Project in Ontario. The gross proceeds from the issue and sale of the FT Units will be used for Canadian exploration expenses as defined in paragraph (f) of the definition of "Canadian exploration expense" in subsection 66.1(6) of the Tax Act and "flow through mining expenditures" as defined in subsection 127(9) of the Tax Act that will qualify as "flow-through mining expenditures" and "eligible Ontario exploration expenditure" as defined in subsection 103(4) of the Taxation Act, 2007 (Ontario) (the "Qualifying Expenditures"), which will be incurred on or before December 31, 2026 and renounced with an effective date no later than December 31, 2025 to the initial purchasers of FT Units. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each FT Units subscriber for any additional taxes payable by such subscriber as a result of the Company's failure to fully renounce the Qualifying Expenditures as agreed. The Offered Securities will be offered for sale pursuant to the Listed Issuer Financing Exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions in all provinces of Canada, except Quebec. The NFT Units will also be offered in other qualifying jurisdictions outside of Canada, including the United States. The Units offered under the Listed Issuer Financing Exemption will not be subject to a hold period under applicable Canadian securities laws. There is an offering document (the "Offering Document") related to this Offering that can be accessed under the Company's profile at and at the Company's website at Prospective investors should read this Offering Document before making an investment decision. The Offering is anticipated to close on or about June 25, 2025 ("Closing"), or such later date as the Company and the Agents may determine. The Closing is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX Venture Exchange. The Agents will receive a cash commission of 6% of the aggregate gross proceeds of the Offering and such number of broker warrants (the "Broker Warrants") as is equal to 6% of the number of Offered Securities sold under the Offering (in each case, subject to reduction for certain subscribers on a president's list of purchasers identified by the Company). Each Broker Warrant entitles the holder to purchase one Common Share at an exercise price equal to $0.10 for a period of 36 months following the Closing. This press release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws. About Red Pine Exploration Inc. Red Pine Exploration Inc. is a gold exploration company headquartered in Toronto, Ontario, 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 last five years. The Company's land package hosts numerous historic gold mines and is over 7,000 hectares in size. Red Pine is building a strong position as a major mineral exploration and development player in the Michipicoten region. For more information about the Company, visit Or contact: Michael Michaud, President and Chief Executive Officer, at (416) 364-7024 or mmichaud@ Or Manish Grigo, Director of Corporate Development, at (416) 569-3292 or mgrigo@ Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Forward-Looking Statements and Information This news release contains statements that constitute "forward-looking statements." Such forward looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements, or developments to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will," "would," "may," "could" or "should" occur. These forward‐looking statements or information relate to, among other things: receipt of all approvals related to the Offering; and the intended use of proceeds from the Offering. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors and risks include, among others: the conditions to closing of the Offering may not be satisfied, management's broad discretion regarding the use of proceeds of the Offering, the Company may require additional financing from time to time in order to continue its operations which may not be available when needed or on acceptable terms and conditions acceptable; compliance with extensive government regulation; domestic and foreign laws and regulations could adversely affect the Company's business and results of operations; and the stock markets have experienced volatility that often has been unrelated to the performance of companies and these fluctuations may adversely affect the price of the Company's securities, regardless of its operating performance. The forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. The Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change. THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES To view the source version of this press release, please visit Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data

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