Vertical Closes Fully Subscribed Flow Through Financing
VANCOUVER, BC / December 23rd, 2021 / VERTICAL EXPLORATION INC. (TSX-V: VERT) (“Vertical” or “the Company”) is pleased to announce that it has closed its previously announced non-brokered private placement, (see Press Release December 21, 2021), of 13,000,001 flow-through units (the “FT Units”) at a price of $0.15 per FT Unit (the “FT Offering”), for aggregate gross proceeds of $1,950,000.15.
Each flow-through unit shall be comprised of one common share of the company issued on a flow-through basis and one transferrable common share purchase warrant, exercisable for 2 years from the date of closing, to be issued on a non-flow-through basis. Each warrant shall entitle the holder thereof to acquire one common share of VERT at a price of $0.16 for the first 12 months following the closing of the offering and at a price of $0.25 thereafter.The warrants are subject to an acceleration clause, in the event that the trading price of the Shares on the Toronto Stock Exchange, Venture Market (the “TSXV”) reaches $0.31 per Share on any single day, the Corporation may, at its option, accelerate the Warrant Expiry Date by delivery of notice to the registered holders (an “Acceleration Notice”) thereof and issuing a press release (a “Warrant Acceleration Press Release”, and, in such case, the Warrant Expiry Date shall be deemed to be 5:00 p.m. (Vancouver time) on the 30th day following the later of (i) the date on which the Acceleration Notice is sent to warrant holders, and (ii) the date of issuance of the Warrant Acceleration Press Release. The flow-through shares will qualify as flow-through shares (within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and Section 359.1 of the Taxation Act (Quebec).
Finders’ fees of $93,000.01 and 620,000 finder’s warrants were paid to an arm’s length party. Finder’s warrants bear the same terms as the client warrants.
The shares and warrants comprising the units are subject to a 4 month hold period expiring April 24, 2022.
Proceeds raised from the Offering will be used to advance the Company’s St. Onge project in Quebec.
Closing of the offering is subject final approval of the TSX Venture Exchange.
ABOUT VERTICAL EXPLORATION Vertical Exploration’s mission is to identify, acquire, and advance high potential mining prospects located in North America for the benefit of its stakeholders. The Company’s flagship St-Onge Wollastonite property is located in the Lac-Saint-Jean area in the Province of Quebec.
ON BEHALF OF THE BOARD
Peter P. Swistak, President/CEO
FOR FURTHER INFORMATION PLEASE CONTACT:
Toll Free: 1-888-945-4770
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.
FORWARD-LOOKING STATEMENTS: This news release contains forward-looking statements, which relate to future events or future performance and reflect management’s current expectations and assumptions. Such forward-looking statements reflect management’s current beliefs and are based on assumptions made by and information currently available to the Company. Investors are cautioned that these forward-looking statements are neither promises nor guarantees, and are subject to risks and uncertainties that may cause future results to differ materially from those expected. These forward-looking statements are made as of the date hereof and, except as required under applicable securities legislation, the Company does not assume any obligation to update or revise them to reflect new events or circumstances. All of the forward-looking statements made in this press release are qualified by these cautionary statements and by those made in our filings with SEDAR in Canada (available at www.sedar.com).