VANCOUVER, BC--(Marketwired - August 04, 2016) -
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR RELEASE TO U.S. NEWSWIRE SERVICES
Logan Resources Ltd. (TSX VENTURE: LGR) ("Logan" or the "Company") announces it has closed its previously announced non-brokered private placement (the "Offering") (see Logan Resources press releases dated July 7, 2016 and July 20, 2016). The Company has issued 22,000,000 units for gross proceeds of $2.2 million. Each unit consists of one common share and one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant is exercisable to acquire one common share for a period of 36 months at an exercise price equal to $0.30.
The Company intends to use the net proceeds of the Offering to continue to evaluate and explore the mineral properties as per the Company's option agreement with Pilot Gold (USA) Inc. ("Pilot Gold") and for general corporate and working capital purposes. The closing of the Offering was a pre-condition to the completion of the transaction with Pilot Gold (the "Transaction") that is described in the Company's press releases dated July 7, 2016 and July 20, 2016. The Transaction has received the conditional approval of the TSX Venture Exchange ("TSX-V"), but remains subject to final approval. The final condition for final TSX-V is approval of an independent technical report and the TSX-V is currently reviewing a draft of the report.
Logan paid a finder's fee on certain subscriptions equal to 5% of the gross proceeds received from such subscriptions. The finder's fees were payable in common shares issued at a price of $0.10 per common share and resulted in a total of 402,500 common shares being issued to finders.
The Company also announces it has issued 1,000,000 common shares of the Company at a deemed price of $0.10 per share to settle a total of $100,000 in outstanding debt (see July 20, 2016 press release). The common shares were issued in escrow subject to the final approval of the TSX-V for the shares for debt transaction.
All securities issued in the Offering and for the debt settlement are subject to a statutory four month hold period expiring on December 4, 2016.
This news release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the Unites States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.
Logan Resources Ltd. is a mineral exploration company that specializes in acquiring, exploring and advancing mineral properties. For more information on the property portfolio and Logan, please visit www.loganresources.ca.
LOGAN RESOURCES LTD.
On behalf of the Board
Chief Financial Officer
Cautionary Note Regarding Forward-Looking Information
This news release contains "forward-looking information" concerning anticipated developments and events that may occur in the future. Forward looking information contained in this news release includes, but is not limited to, statements with respect to (i) the closing of the Transaction, (ii) the receipt of regulatory approvals, and (iii) the anticipated use of proceeds of the Offering.
In certain cases, forward-looking information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Forward-looking information contained in this news release is based on certain factors and assumptions regarding, among other things, the estimation of mineral resources, the realization of resource and reserve estimates, gold and other commodity prices, the timing and amount of future exploration and development expenditures, the estimation of labour and operating costs, the availability of necessary financing and materials to continue to explore and develop the Company's properties in the short and long-term and to acquire new properties, the progress of exploration and development activities, the receipt of necessary regulatory approvals, the estimation of insurance coverage, and assumptions with respect to currency fluctuations, environmental risks, title disputes or claims, and other similar matters. While the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.
Forward looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks inherent in the exploration and development of mineral deposits, risks relating to variations in mineral resources, grade or recovery rates resulting from current exploration and development activities, risks relating to the ability to access infrastructure, risks relating to changes in uranium and other commodity prices and the worldwide demand for and supply of gold and related products, risks related to increased competition in the market for uranium and related products and in the mining industry generally, risks related to current global financial conditions, uncertainties inherent in the estimation of mineral resources, access and supply risks, reliance on key personnel, operational risks inherent in the conduct of mining activities, including the risk of accidents, labour disputes, increases in capital and operating costs and the risk of delays or increased costs that might be encountered during the development process, regulatory risks, including risks relating to the acquisition of the necessary licenses and permits, financing, capitalization and liquidity risks, including the risk that the financing necessary to fund the exploration and development activities on the Company's properties, or to acquire new properties, may not be available on satisfactory terms, or at all, risks related to disputes concerning property titles and interest, environmental risks and the additional risks identified in the "Risk Factors" section of the Company's reports and filings with applicable Canadian securities regulators.
Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information is made as of the date of this news release. Except as required by applicable securities laws, the Company does not undertake any obligation to publicly update or revise any forward-looking information.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has reviewed or accepts responsibility for the adequacy or accuracy of this release.