Abcourt Mines Inc.
TSX VENTURE : ABI
BERLIN : AML
FRANKFURT : AML

Abcourt Mines Inc.

January 05, 2015 16:56 ET

Abcourt Announces Final Closings of Non Brokered Private Placement of Units and Flow-Through Shares

MONT-ST-HILAIRE, QUÉBEC--(Marketwired - Jan. 5, 2015) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

Mr. Renaud Hinse, President and Chief Executive Officer of Abcourt Mines Inc. (TSX VENTURE:ABI)(BERLIN:AML)(FRANKFURT:AML) ("Abcourt" or the "Company") announced that the Company closed on December 31, 2014, a second tranche of $138,580 in Flow-Through Shares and on January 5, 2015, a first and final tranche of $511,600 in Units of a non-brokered private placement (the "Private Placement"), for which a fist closing was held on December 29, 2014 for $707,390 in Flow-Through Shares.

The Units:

Each Unit offered at a price of $0.05 each is comprised of one Class B share (a "common share") of the Company and of one half common share purchase warrant (a "Unit"). Each full warrant will entitle the holder thereof to purchase one common share of the Company at a price of $0.07 over a period of 12 months from the date of closing. The proceeds from the subscriptions of Units will be used by the Company to increase its working capital.

A number of 10,232,000 Units were subscribed under the Private Placement for a total amount of $511,600.

The Flow-Through Shares:

Each common share to be issued on a flow-through basis (a "Flow-Through Share") was offered at a price of $0.06 each, with no warrant attached. The Flow-Through Shares are divided in two categories, being the "Quebec Flow-Throughs" for which the Company will use the proceeds for a surface drilling program on the Elder, the Abcourt-Barvue and other properties located in Abitibi, in the Province of Quebec, and the "National Flow-Throughs" for which the Company will use the proceeds for mine development of the Elder gold mine, also located in Abitibi, Province of Quebec.

A number of 2,309,666 Flow-Through Shares were subscribed pursuant to the second tranche of the Private Placement for a total amount of $138,580, of which $100,000 of National Flow-Throughs. With the first closing announced on December 30, 2014, the Company had subscriptions for a total of $845,970 in Flow-Through Shares.

Certain related parties to Abcourt (the "Related Parties") have purchased Units and Flow-Through Shares in the Private Placement:

  • François Mestrallet, a director, has purchased 10,000,000 Units;
  • Decochib inc., a private company controlled by Renaud Hinse, officer and director of Abcourt, has purchased 1,666,666 Flow-Through Shares; and
  • Marc Filion, a director, has purchased 64,000 Units and 80,000 Flow-Through Shares.

The securities issued to the Related Parties in the Private Placement constitutes a "related party transaction" within the meaning of Regulation 61-101 respecting protection of minority security holders in special transactions ("Regulation 61-101"). In its consideration and approval of the Private Placement, the board of directors of Abcourt has determined that such subscriptions to the Related Parties are exempt from the formal valuation and minority approval requirements of Regulation 61-101 on the basis that the fair market value of these subscriptions to the Related Parties does not exceed 25% of the market capitalization of Abcourt, in accordance with sections 5.5 and 5.7 of Regulation 61-101.

All of the securities of Abcourt issued under the Private Placement are subject to a hold period of four months from the closing dates, in accordance with applicable Canadian securities laws. The Private Placement is subject to the final approval of the TSX Venture.

About Abcourt Mines Inc.

Abcourt Mines Inc. is an exploration and development company with strategically located properties in northwestern Quebec, Canada. The Elder Mine with 43-101 gold resources, the Abcourt-Barvue Project with 43-101 silver-zinc ore reserves and resources and the Aldermac property with historical copper-zinc resources are all former producers. Abcourt is now focused on bringing the Elder and Abcourt-Barvue projects back into production with Elder as the first priority. At the same time, the Company is working on other projects (Aldermac, Vezza, Jonpol and Vendome) to increase its mineral resources inventory. A 43-101 resource calculation was completed in July, 2012, for the Elder Mine. A positive PEA report was prepared on Elder mine in the Fall of 2012 by Roche Limited, Consulting Group. A positive 43-101 feasibility study was completed by GENIVAR in 2007 on the Abcourt-Barvue Project. In addition, mill equipment was purchased. To know more about Abcourt, please visit our web site at www.abcourt.com and SEDAR.

This press release was prepared by Abcourt Mines Inc. 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.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States or to or for the account or benefit of, a U.S. person (a "U.S. Person") (as such term is defined in Regulation S promulgated under the United States Securities Act of 1933, as amended (the "U.S. Securities Act")). The securities have not been and will not be registered under the United States Securities Act or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. Person unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Contact Information

  • Renaud Hinse, President and CEO
    819 768-2857 or 450 446-5511
    819 768-5475 or 450 446-3550 (FAX)
    rhinse@abcourt.com