EDMONTON, ALBERTA – December 30, 2021 -- Grizzly Discoveries Inc. (TSX-V: GZD; OTCQB: GZDIF; Frankfurt: G6H) ("Grizzly" or the "Company") is pleased to announce the closing of a first tranche of a private placement, originally announced on October 6, 2021, (the “Offering”) by the issuance of 600,000 Units (as defined below) and 2,500,000 FT Units at a price of $0.05 per Unit and per FT Unit for gross proceeds of $155,000.
Under the terms of the Offering, each Unit consists of one common share of the Company (“Common Share”) and one non-transferable warrant (“Warrant”). Each FT Unit consists of one Common Share issued as a flow through share for the purposes of the Income Tax Act (Canada) and one half of one Warrant. Each whole Warrant entitles the holder to acquire one additional Common Share at an exercise price of $0.075 per Common Share until the earlier of: (a) 30 days following the issuance of a news release by the Company that the trading price of the Common Shares on the TSX Venture Exchange is at or greater than $0.10 per Common Share for 10 consecutive trading days; and (b) December 30, 2023.
The Company intends to use the proceeds from the Units for general working capital, and the proceeds from the Units and FT Units on exploration of its Greenwood and Robocop mineral projects in British Columbia.
In connection with the Offering, the Company paid cash finder’s fees totaling $7,500 and issued 120,000 Finder Warrants (with the same terms and expiry date as the Warrants) to registered dealers. The Common Shares and any Common Shares issued on exercise of the Warrants and Finder Warrants will be subject to restrictions on trading until May 1, 2022 in accordance with the policies of the TSX Venture Exchange.
Following closing of the Offering, the Company has 96,385,180 Common Shares issued and outstanding. The Offering is subject to Final Acceptance by the TSX Venture Exchange.
A Director and Officer of the Company subscribed for an aggregate of 600,000 Units representing gross proceeds of $30,000. The purchase of such Units is considered to be a related-party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”),but is exempted from the requirements to obtain a formal valuation and to obtain minority approval, as the purchase of securities does not exceed 25% of the Company’s market capitalization. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101.
The Company did not file a material change report more than 21 days before the expected closing of the Financing because the details of the participation therein by related parties of the Company were not settled until shortly prior to closing of the Financing and the Company wished to close on an expedited basis for business reasons.
ABOUT GRIZZLY DISCOVERIES INC.
Grizzly is a diversified Canadian mineral exploration company with its primary listing on the TSX Venture Exchange, with 90 million shares issued, focused on developing its over 160,000 acres of precious and base metals properties in southeastern British Columbia. Grizzly is run by a highly experienced junior resource sector management team, who have a track record of advancing exploration projects from early exploration stage through to feasibility stage.
On behalf of the Board,
GRIZZLY DISCOVERIES INC.
Brian Testo, CEO, President
For further information, please visit our website at www.grizzlydiscoveries.com or contact:
Chris Beltgens
Corporate Development
Tel: 604 347 9535
Email:
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.
Caution concerning forward-looking information
This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities laws. This information and statements address future activities, events, plans, developments and projections. All statements, other than statements of historical fact, constitute forward-looking statements or forward-looking information. Such forward-looking information and statements are frequently identified by words such as "may," "will," "should," "anticipate," "plan," "expect," "believe," "estimate," "intend" and similar terminology, and reflect assumptions, estimates, opinions and analysis made by management of Grizzly in light of its experience, current conditions, expectations of future developments and other factors which it believes to be reasonable and relevant. Forward-looking information and statements involve known and unknown risks and uncertainties that may cause Grizzly's actual results, performance and achievements to differ materially from those expressed or implied by the forward-looking information and statements and accordingly, undue reliance should not be placed thereon.
Risks and uncertainties that may cause actual results to vary include but are not limited to the availability of financing; fluctuations in commodity prices; changes to and compliance with applicable laws and regulations, including environmental laws and obtaining requisite permits; political, economic and other risks; as well as other risks and uncertainties which are more fully described in our annual and quarterly Management's Discussion and Analysis and in other filings made by us with Canadian securities regulatory authorities and available at www.sedar.com. Grizzly disclaims any obligation to update or revise any forward-looking information or statements except as may be required by law.