November 28, 2024 – Record Resources Inc. (TSX-V: REC) reports that the company is increasing the total size of its financing it is presently undertaking via a LIFE offering by adding a separate private placement.
Under the terms of the newly announced private placement, the company is offering up to 5,000,000 Units. Each Unit consists of a $0.03 common share and one-half of one share purchase warrant exercisable at a price of $0.05 per share for a period of 36 months. The private placement is expected to raise gross proceeds of up to $150,000.
As previously reported in its November 21, 2024 news release, the company is raising $330,000 through a LIFE Offering. Combined with the new private placement, the company will raise up to an aggregate of $480,00 through the issuance of 16,000,000 units assuming the completion of the LIFE Offering and the private placement in the maximum amount of $150,000.
The company intends to use the net proceeds from the Offering for exploration and evaluation of the company’s properties, including the newly acquired Beauchamp Property, and for general working capital.
The company also reports that it has filed today an amended and restated offering document regarding its LIFE Offering. The original closing date of on or around November 29, 2024 has been extended to become on or around December 30, 2024. On November 8, 2024, Record entered into a loan agreement, which was amended and restated as of November 27, 2024, with Trading Bay Oil & Gas LLC, Anchorage, Alaska. Trading Bay agreed to provide the company with a loan facility in the amount of C$550,000. As yet, Record has not drawn down on this facility. Trading Bay is owned Paul Craig, a director and shareholder of Record Resources Inc. Any drawdown under the loan agreement would be considered a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The related party transaction will however be exempt from the formal valuation and minority approval requirements pursuant to the exemptions contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves interested parties, exceeds 25% of Record’s market capitalization.
The amended and restated offering document related to the Offering can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at: www.recordgoldcorp.com. Prospective investors should read this amended and restated offering document before making an investment decision.
In connection with the new private placement, the company may pay finder’s fees and issue finder shares and finder warrants to EMD Financial Inc. as well as any other registrants participating in the Offering, consisting of: (i) cash finder’s fees of up to 8% of the gross proceeds of the private placement; (ii) finder shares in an amount equal to up to 4% of the number of Units issued pursuant to the private placement; and (iii) finder warrants in an amount equal to up to 4% of the number of Units issued pursuant to the private placement, exercisable at a price of $0.05 per common share for a period of 36 months following the closing of the private placement.
Both the LIFE Offering and the Private Placement, are expected to close on or before December 30, 2024, however the company may close the LIFE Offering beforehand. Completion of the Offering is subject to certain conditions including the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.