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Kesselrun raising $3 million for NWO projects

Nov 16, 2020

Thunder Bay-based Kesselrun Resources Ltd. is looking to raise three million for its nearby properties. The net proceeds raised from the sale will be used for the exploration and advancement of the company's Huronian and Bluffpoint projects located in northwestern Ontario and for general working capital purposes.  

The company has entered into an agreement with Red Cloud Securities Inc. pursuant to which Red Cloud will act as lead agent on behalf of a syndicate of agents to sell up to C$3,000,000 in units of the company at a price of C$0.22 per Unit and flow-through common shares of the company at a price of C$0.25 per FT Share on a fully marketed, private placement basis (the "Offering"). Under the Offering, the Company intends to sell a minimum of C$1,000,000 of Units, with the remaining balance to be comprised of the sale of any combination of Units or FT Shares. The Units and FT Shares shall be collectively referred to as the "Offered Securities". The Company is terminating the private placement previously announced on October 9, 2020.

Each Unit shall be comprised of one common share in the capital of the Company (each a "Common Share") and one half of one Common Share purchase warrant (each a "Warrant"). Each whole Warrant shall be exercisable into one Common Share at a price of C$0.33 at any time on or before the date which is 24 months after the closing date of the Offering.

The Company has granted Red Cloud an option, exercisable up to 48 hours prior to the closing date, to sell additional Offered Securities in any combination of Units and FT Shares at the offering prices to raise additional gross proceeds of up to C$1,000,000. 

Proceeds from the sale of FT Shares will be used to incur "Canadian exploration expenses" as defined in subsection 66.1(6) of the Income Tax Act and "flow through mining expenditures" as defined in subsection 127(9) of the Income Tax Act ("Qualifying Expenditures"). Such proceeds will be renounced to the subscribers with an effective date not later than December 31, 2020, in the aggregate amount of not less than the total amount of gross proceeds raised from the issue of FT Shares.

The Offering is scheduled to close on or about December 7, 2020, and is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the listing of the Offered Securities on the TSX Venture Exchange (the "TSXV"). Resale of the common shares of the Company distributed under the Offering will be restricted, including a hold period in Canada of four months and one day following the closing date of the Offering.


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