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TORONTO, Sept. 20, 2021 (GLOBE NEWSWIRE) — Nobel Resources Corp. (“Nobel” or the “Company”) (TSX VENTURE: NBLC) is pleased to announce that, further to its press release dated September 1, 2021 (the “Initial Press Release”), it has completed the first tranche (the “First Tranche”) of its brokered private placement of units (the “Units”) (the “Offering”). Pursuant to the First Tranche, Nobel has issued an aggregate of 3,333,332 Units at an issue price of $0.45 per Unit (the “Offering Price”) for gross proceeds of $1,500,000. The Offering is led by Clarus Securities Inc., together with iA Private Wealth Inc. and Research Capital Corporation (collectively, the “Agents”).
Each Unit is comprised of one common share in the capital of the Company (“Common Share”) and one-half of one Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $0.60 for 36 months following the completion of the Private Placement (the “Closing Date”). The Warrants were issued pursuant to, and the exercise of the Warrants will be governed by, the provisions of a warrant indenture (the “Warrant Indenture”) dated September 20, 2021, entered into between the Company and Computershare Trust Company of Canada, as warrant agent. A copy of the Warrant Indenture is available under the Company’s issuer profile on SEDAR at www.sedar.com.
The Company will no longer complete the non-brokered offering described in the Initial Press Release. Instead, Nobel has increased the total size of the Offering to $5 million. The Company intends to close the final tranche (the “Subsequent Tranche”) of the Offering on or about September 23, 2021 for additional gross proceeds of $3.5 million.
In connection with the First Tranche, the Agents were paid a cash commission of $89,999.96, being equal to 6.0% of the gross proceeds raised under the First Tranche and 199,999 broker warrants (“Broker Warrants”) of the Company which is equal to 6.0% of the number of Units sold to subscribers in the First Tranche. Each Broker Warrant shall be exercisable to purchase one Common Share of the Company at an exercise price equal to the Offering Price at any time for a period of 36 months following the Closing Date. The completion of the First Tranche and the Subsequent Tranche are subject to final approval of the TSXV.
The net proceeds of the Offering shall be used for project exploration and for other general and corporate purposes. All securities issued in connection with the First Tranche are subject to a statutory hold period of four months and one day from the Closing Date in accordance with applicable Canadian securities laws.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This news release does not constitute an offer for sale of, nor a solicitation for offers to buy, any securities in the United States. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the issuer and its management, as well as financial statements.
Nobel Resources has the right to acquire 100% interest in the Algarrobo Iron Oxide Copper Gold Ore (IOCG), a potential IOCG style high grade copper property in Chile. The country is a top mining jurisdiction as it is strategically located within 25 km from port and has world-class IOCG deposits within the Major Candelaria belt. Chile’s mining capabilities benefit from close to surface, high grade mineralization within the mining face and has the necessary permitting in place.
FORWARD LOOKING STATEMENTS AND DISCLAIMERS
This press release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the closing and timing of the Subsequent Tranche; the use of proceeds of the Offering; the Company’s future plans; and TSX Venture approval of the Offering. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this press release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected” “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”. “estimates”, “believes” or intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; operational risks including those related to title, significant uncertainty related to inferred mineral resources, operational hazards, unexpected geological situations, unfavourable mining conditions, changing regulations and governmental policies, failure to obtain required permits and approvals from government authorities, failure to obtain any required approvals of the TSXV, failure to obtain any required shareholder approvals, failure to obtain any required financing, failure to complete any of the transactions described herein, increased competition from other companies many of which have greater financial resources, dependence on key personnel and environmental risks and the other risks described in the Company’s continuous disclosure filings with securities regulators available under the Company’s profile at www.sedar.com. 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. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. Except as required by law, the Company does not assume any obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.
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.