THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.
TSX Venture Exchange
Trading Symbol: LSX
LaSalle Exploration Corp. (the “Company”) is pleased to announce that it has successfully completed its initial public offering (“IPO”) of an aggregate of 16,100,000 units of the Company raising gross proceeds of $1,951,400, including the full exercise of the Agent’s Option (as hereinafter defined). The IPO consisted of the issuance of 7,600,000 units (each a “Unit”) issued at a price of $0.10 per Unit, 5,200,000 flow-through units (each a “FT Unit”) issued at a price of $0.139 per FT Unit, and 3,300,000 Ontario flow-through units (each an “OFT Unit”) issued at a price of $0.142 per OFT Unit, pursuant to an amended and restated prospectus dated November 18, 2019 (the “Prospectus”).
Each Unit comprised one common shares of the Company (each a “Share”) and one common share purchase warrant (each a “Warrant”). Each FT Unit comprised one flow-through common share, as defined in the Income Tax Act (Canada), and one Warrant. Each OFT Unit comprised one flow-through share issued to an Ontario resident and one Warrant. Each Warrant entitles the holder thereof to acquire to acquire one additional Share an exercise price of $0.15 per Share until December 20, 2021. The Warrants have been issued pursuant to a warrant indenture dated December 20, 2019 between the Company and Computershare Trust Company of Canada, as warrant agent, a copy of which is available under the Company’s profile on SEDAR at www.sedar.com.
Haywood Securities Inc. (the “Agent”) acted as exclusive agent in respect of the IPO. The IPO consisted of the issuance of an aggregate of 14,000,000 units under the base offering, as well as the exercise in full of the over-allotment option (the “Agent’s Option”) to sell up to an additional 2,100,000 units in any combination of Units, FT Units and/or OFT Units at the respective prices set out above, which was exercised prior to closing solely into Units.
The Company will use the proceeds from the flow-through portion of the Offering for Canadian exploration expenses on its Radisson and Blakelock properties located in Quebec and Ontario, respectively, that will qualify as flow-through mining expenditures, as defined in the Income Tax Act (Canada).
The Company will use the net proceeds from the non flow-through portion of the Offering to fund the Company’s business, as further described in the Company’s Prospectus.
The Company’s common shares and Warrants have been listed for trading on the TSXV under the trading symbols “LSX” and “LSX.WT”, respectively, and are expected to resume trading on or about January 2, 2020.
Pursuant to the agreement under which the Company acquired the Blakelock property in Ontario, the Company will issue a further and final 1,769,034 common shares to Pan American Silver Corp. (or one of its subsidiaries) to maintain their 9.9% ownership interest in the Company post listing.
The Company has granted an aggregate of 3,650,000 incentive stock options to its directors, officers and consultants, as outlined in the Prospectus, each such option exercisable at a price of $0.10 per share for a period of five years, of which 2,600,000 options will vest over a three year period.
Insiders of the Company acquired an aggregate of 700,000 Units, which is considered a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(b) and 5.7(1)(b), respectively, of MI 61-101 in respect of such insider participation.
The securities of the Company 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. Accordingly, the securities of the Company may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or a solicitation of any offer to buy any securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful.
On behalf of the Board of Directors
President and Chief Executive Officer
The information in this news release includes certain information and statements about management’s view of future events, expectations, plans and prospects that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward looking statements. Forward-looking statements in this news release include, but are not limited to, the ability of the Company to complete a qualifying transaction. Any number of factors could cause actual results to differ materially from these forward-looking statements as well as future results. Although the Company believes that the expectations reflected in forward looking statements are reasonable, it can give no assurances that the expectations of any forward looking statements will prove to be correct. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise.
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.