Thunder Bay, Ontario, February 24, 2021 - Wolfden Resources Corporation (WLF.V) (“Wolfden” or the “Company”) is pleased to announce the completion of a non-brokered private placement (the "Offering") of 1,550,000 common shares of the Company that are "flow-through shares" within the meaning in the Income Tax Act (Canada) (the "Flow-Through Shares") at a price of $0.40 per Flow-Through Share for gross proceeds of $620,000.
The securities issued under this Offering are by way of private placement in the provinces of Ontario and British Columbia, pursuant to applicable exemptions from the prospectus requirements under applicable securities laws. In addition, the securities are subject to a four-month hold period which will expire on June 24, 2021.
The gross proceeds from the Offering will be used for exploration on the Company's Nickel, Copper, Cobalt projects in Manitoba and its Silver rich polymetallic projects in New Brunswick, Canada.
Ron Little, President & Chief Executive Officer and Ewan Downie, Chairman of the board of directors of the Company have subscribed for 200,000 common shares and 300,00 common shares, respectively, under the Offering on the same terms as arm’s length investors. The participation of Messrs. Little and Downie in the Offering constitutes a “related party transaction” for the purposes of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the Offering in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the securities that will be issued to directors and officers of the Company nor the fair market value of the consideration for the securities that have been issued to directors and officers of the Company exceed 25% of the Company’s market capitalization as calculated in accordance with MI 61-101. The Company was not able to file a material change report containing all of the disclosure required by MI 61-101 more than 21 days before the closing date of the Offering as the aforementioned insider participation had not been confirmed and the Company wished to close the Offering as expeditiously as possible.
About Wolfden
Wolfden is an exploration and development company focused strategic and precious metals deposits in good jurisdictions. Its wholly owned Pickett Mountain Project is one of the highest-grade polymetallic projects in North America (Zn, Pb, Cu, Ag, Au). This relatively advanced project is well-located near excellent infrastructure that will support straight forward development as detailed in a Preliminary Economic Assessment date September 14, 2020.
For further information please contact Ron Little, President & CEO, at (807) 624-1136 or Rahim Lakha, Corporate Development at (416) 414-9954. |