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Azincourt Energy Corp. ("Azincourt" or the "Company") (TSX.V: AAZ, OTCQB: AZURF, FSE: A0U2) is pleased to announce the closing of the first tranche of its non-brokered private placement (the "Offering"). Under the first tranche, the Company raised C$6,405,000 from the sale of the following:
- 60,805,988 units of the Company (the "Units") at a price of C$0.07 per Unit;
- 10,933,459 flow-through units of the Company (the "FT Units") at a price of C$0.075 per FT Unit; and
- 14,285,714 FT Units sold to charitable buyers (the "Charity FT Units") at a price of C$0.093 per Charity FT Unit.
The final tranche of the C$7.6M total Offering is fully-subscribed, and the Company anticipates closing taking place in the coming weeks.
Red Cloud Securities Inc. is acting as a finder in connection with the Offering.
Each Unit consists of one common share of the Company (each, a "Unit Share") and one common share purchase warrant (each, a "Warrant"). Each FT Unit and Charity FT Unit consists of one common share of the Company to be issued as a "flow-through share" within the meaning of the Income Tax Act (Canada) (each, a "FT Share") and one Warrant. Each Warrant entitles the holder thereof to purchase one common share of the Company (each, a "Warrant Share") at a price of C$0.10 at any time before September 29, 2024.
The gross proceeds from the issuance of the FT Shares will be used for "Canadian Exploration Expenses" (within the meaning of the Income Tax Act (Canada)) (the "Qualifying Expenditures"), which will be renounced with an effective date no later than December 31, 2021 to the purchasers of the FT Shares in an aggregate amount not less than the gross proceeds raised from the issue of the FT Shares. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each subscriber of FT Shares for any additional taxes payable by such subscriber as a result of the Company's failure to renounce the Qualifying Expenditures. It is expected that expenditures will largely be focused on the upcoming 30 to 35-hole, 7,000 m drill program at the East Preston Uranium Project located in the western Athabasca Basin in Saskatchewan, Canada.
The net proceeds from the sale of Units will be used primarily for the continued development of the Company's East Preston uranium project, for working capital, and general corporate purposes.
In connection with the closing of the first tranche of the Offering, the Company paid finder's fees totaling C$422,045, advisory fees totaling C$69,680 and issued a total of 6,593,437 finder's warrants of the Company (each, a "Finder's Warrant"). Each Finder's Warrant is exercisable into one common share of the Company at a price of C$0.07 at any time before September 30, 2024. The Unit Shares, FT Shares, Warrant Shares and any common shares of the Company that are issuable from any Finder's Warrants will be subject to a hold period ending on January 30, 2022 in accordance with applicable securities laws.
The securities offered 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 an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor in any other jurisdiction.
About Azincourt Energy Corp.
Azincourt Energy is a Canadian-based resource company specializing in the strategic acquisition, exploration, and development of alternative energy/fuel projects, including uranium, lithium, and other critical clean energy elements. The Company is currently active at its majority controlled joint venture East Preston uranium project in the Athabasca Basin, Saskatchewan, Canada, and the Escalera Group uranium-lithium project located on the Picotani Plateau in southeastern Peru.
ON BEHALF OF THE BOARD OF Azincourt Energy Corp.
"Alex Klenman"
Alex Klenman, President & CEO
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.
This press release includes "forward-looking statements", including forecasts, estimates, expectations and objectives for future operations that are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of Azincourt. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements. Such forward-looking information represents management's best judgment based on information currently available. No forward-looking statement can be guaranteed, and actual future results may vary materially.
For further information please contact:
Alex Klenman, President & CEO
Tel: 604-638-8063
info@azincourtenergy.com
Azincourt Energy Corp.
1430 – 800 West Pender Street
Vancouver, BC V6C 2V6
www.azincourtenergy.com
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