Arctic Star Announces Closing of Non-Brokered Private Placement
Vancouver, British Columbia – Arctic Star Exploration Corp. (“Arctic Star” or the “Company”) has completed its previously announced non-brokered private placement (the “Private Placement”), as described in its press releases of Feb. 1, 2021, Feb. 4, 2021, Feb. 19, 2021, Feb. 24, 2021, March 2, 2021, and March 18, 2021, pursuant to which it has issued an aggregate of 40 million units (the “Units”) at a price of five cents per unit for gross proceeds of $2-million. Each unit consists of one common share in the capital of the company and one non-transferable share purchase warrant. Each warrant is exercisable into one additional share at a price of 10 cents per share for a period of two years from the closing date.
The company paid cash finders’ fees of an aggregate of $51,100 and issued an aggregate of 1,022,000 share purchase warrants to certain finders in connection with the closing of the private placement. Each finder’s warrant is exercisable into one share at a price of 10 cents per share for a period of two years from the date of issuance in connection with the private placement.
The company intends to use the proceeds from the private placement for exploration on the Diagras diamond project and for general working capital. A certain insider of the company subscribed for a total of 1,734,000 units under the private placement, which is a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The issuances to the insiders are exempt from the valuation requirement of MI 61-101 by 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(a) of MI 61-101 in that the fair market value of the consideration of the securities issued to the related parties did not exceed 25 per cent of the company’s market capitalization. The securities issued under the private placement and the shares that may be issuable on exercise of the warrants are subject to a statutory hold period expiring on Aug. 1, 2021.
ON BEHALF OF THE BOARD OF DIRECTORS OF
ARCTIC STAR EXPLORATION CORP.
”Patrick Power”
Patrick Power, President & CEO
+1 (604) 218-8772
ppower@arcticstar.ca
This news release contains “forward-looking statements” including but not limited to statements with respect to Arctic Star’s plans, the private placement and the use of proceeds. Forward-looking statements, while based on management’s best estimates and assumptions, are subject to risks and uncertainties that may cause actual results to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to the completion of our planned private placement and our plan to use all or some portion of the proceeds for exploration on the Diagras Diamond Project. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Factors that could affect our plans include the possibility that we can’t get TSXV approval or we are unable to raise all of the funds we are seeking to raise, in which event we may require all funds raised, if any, to be used for working capital rather than for exploration on the Diagras Diamond Project; and our proposed use of proceeds is subject to receipt of TSXV approval. Accordingly, readers should not place undue reliance on forward-looking statements. Arctic Star undertakes no obligation or responsibility to update forward-looking statements, except as required by law.
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.