|May 08, 2020|
Private Placement Closed
|Further to Bitterroot Resources Ltd.'s (BTT, TSX-V), (the "Company") news releases dated April 27, 2020 and April 29, 2020, the Company announces that it is has closed its non-brokered private placement (the "Private Placement") of 1,428,571 units of the Company (each, a "Unit"), at a purchase price of $0.035 per Unit, for gross proceeds of $50,000. Each Unit consists of one common share of the Company (each, a "Common Share") and one common share purchase warrant (each, a "Warrant"). Each Warrant entitles the holder to acquire one additional Common Share at an exercise price of $0.06 until May 8, 2022. The pricing of the Private Placement was made in reliance on the temporary relief measures provided in the bulletin of the TSX Venture Exchange (the "Exchange") dated April 8, 2020.
The securities issued in the Private Placement are subject to a four-month hold period ending on September 9, 2020, in accordance with applicable securities laws and the Exchange. No finder's fees were payable with respect to the Private Placement. The Private Placement is subject to the final acceptance of the Exchange.
The Company intends to use the proceeds of the Private Placement primarily for exploration expenditures and for working capital.
Early Warning Disclosure
Michael Carr, President, CEO, Corporate Secretary and a director of the Company, announces that he has acquired beneficial ownership of, or control or direction over, 1,428,571 Units pursuant to the Private Placement.
Following the subscription of the 1,428,571 Units, Mr. Carr beneficially owns or has control or direction over a total of 6,220,232 Common Shares, 1,628,571 Common Share purchase warrants of the Company exercisable to acquire an additional 1,628,571 Common Shares, and 1,300,000 stock options of the Company exercisable to acquire up to an additional 1,300,000 Common Shares. As a result of the acquisition, Mr. Carr's beneficial ownership of, or control or direction over, the Common Shares increased from 10.43% to 13.13% on a non-diluted basis, and from 13.27% to 18.19% on a partially-diluted basis, assuming the exercise of the Common Share purchase warrants and stock options held by Mr. Carr. As a result of this transaction, Mr. Carr acquired securities in an amount equal to 2% or more of the issued and outstanding Common Shares on a non-diluted and a partially-diluted basis.
Mr. Carr acquired ownership of, and control over, the securities that triggered the requirement to file an early warning report and the early warning disclosure in this news release pursuant to the subscription agreement entered into with the Company. Mr. Carr acquired the securities of the Company for investment purposes only and Mr. Carr may increase or decrease his beneficial ownership or control of securities in the Company as circumstances arise.
For further information or to obtain a copy of the early warning report filed on SEDAR, pursuant to National Instrument 62-103, please contact Mr. Carr by telephone at 604 922-1351 or by e-mail at . The Company's and Mr. Carr's office is located at Suite 206 -- B, 1571 Bellevue Avenue, West Vancouver, BC, V7V 1A6.
ON BEHALF OF THE BOARD OF DIRECTORS OF THE COMPANY:
Michael S. Carr
Telephone 604 922 1351
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
FORWARD LOOKING STATEMENTS: Certain statements contained in this press release may constitute forward-looking statements under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "expects" or "it is expected", or variations of such words and phrases or statements that certain actions, events or results "will" occur. This document contains statements about expected or anticipated future events and/or financial results that are forward-looking in nature and as a result, are subject to certain risks and uncertainties, such as general economic, market and business conditions, regulatory processes and actions, technical issues, new legislation, competitive conditions, the uncertainties resulting from potential delays or changes in plans, the occurrence of unexpected events and the Company's ability to execute and implement its future plans. Forward-looking statements in this press release include but are not limited to the final approval of the Exchange and the Company's planned use of the proceeds of the Private Placement. Factors that could cause actual results to differ materially from those in forward-looking statements include that the Company does not receive final Exchange approval to the Private Placement. Accordingly the actual events may differ materially from those projected in the forward-looking statements. When relying on forward-looking statements to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and should not place undue reliance on such forward-looking statements. The Company does not undertake to update any forward looking statements, except as may be required by applicable securities laws. For such forward-looking statements, we claim the safe harbour for forward-looking statements within the meaning of the Private Securities Legislation Reform Act of 1995.