Abitibi Royalties Closes $150,000 Private Placement Financing
VAL-D'OR, QUÉBEC -- February 05, 2014
THIS PRESS RELEASE IS NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO U.S. NEWS AGENCIES
Abitibi Royalties Inc. (RZZ-TSX-V; “Abitibi” or the “Company”) announces that it has closed a non-brokered private placement offering (previously announced January 13, 2014) pursuant to which it has issued 500,000 units (each a “Unit”) at a per Unit price of $0.30 for gross proceeds of $150,000. Each Unit consists of one common share in the capital of Abitibi and one-half of one non-transferable share purchase warrant, each whole warrant entitling the purchase of one common share of Abitibi at a per share price of $0.45 until August 5, 2015.
Golden Valley Mines Ltd. (GZZ-TSX-V; “Golden Valley”) was the sole subscriber under the offering. Abitibi has been a majority owned subsidiary of Golden Valley since the reorganization of Golden Valley’s assets that was effected in July 2011. Golden Valley now holds 5,771,912 common shares of Abitibi Royalties or approximately 62.7%.
As Golden Valley is an insider of Abitibi, related party considerations pursuant to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) applied. Abitibi relied on Section 5.5(a) of MI 61-101 for an exemption from the formal valuation requirement and Section 5.7(1)(a) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101 as the fair market value of the transaction insofar as the transaction involved interested parties did not exceed 25% of Abitibi’s market capitalization.
The proceeds raised from this offering will be used by Abitibi for general corporate purposes. The common shares issued, and common shares underlying the warrants, are subject to a hold period until June 6, 2014.
About Abitibi Royalties Inc.
Abitibi Royalties holds title to the Luc Bourdon and Bourdon West Prospects (also known as the McFaulds Lake Property) and a 30% free carried interest on the Malartic CHL Property which is the object of a joint venture with Osisko. In addition, the Company holds a 2% net smelter royalty interest in one claim held by Osisko, and may acquire and generate other property and royalty interests.
Forward Looking Statements:
This news release contains certain statements that may be deemed "forward-looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or realities may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by law, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.
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 news release.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.
Abitibi Royalties Inc.
Glenn J. Mullan
819-824-2808, x 204