/NOT FOR DISTRIBUTION TO UNITED
STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES/
TSX Venture Exchange Symbol FNR
SASKATOON, SK, Sept. 22, 2021 /CNW/ - 49 North Resources
Inc. ("FNR" or the "Company") (TSXV: FNR)
announces that it will be completing a rights offering (the
"Rights Offering") in which holders of record of the
Company's common shares (the "Common Shares"), as at the
record date of October 4, 2021, will
receive rights to subscribe for units of the Company on the basis
of one right for each Common Share held. The Rights Offering will
be made in all the provinces and territories of Canada (the "Eligible Jurisdictions")
and in such other jurisdictions where FNR is eligible to make such
offering.
Each right will entitle the holder to subscribe for one unit of
the Company (a "Unit") upon payment of a subscription price
of $0.02 per Unit. Each Unit consists
of one Common Share and one (1) Common Share purchase warrant (a
"Warrant"). Each Warrant shall be exercisable for one Common
Share at a price of $0.07 per share
for a period of twenty-four (24) months from the issuance date of
the Warrant, subject to early expiry in the event the daily
volume-weighted average trading price per Common Share for any 20
consecutive trading days in which there have been at least 100
Common Shares traded exceeds $0.15.
The Warrants, when issued, are not expected to be listed on any
stock exchange.
Subject to the receipt of final approval from the TSX Venture
Exchange ("TSXV"), the Common Shares are expected to
commence trading on the TSXV on an ex-rights basis at the opening
of business on October 1, 2021. This
means that Common Shares purchased on or following October 1, 2021 will not be entitled to receive
rights under the Rights Offering. At that time, the rights are
expected to be posted for trading on a "when issued" basis on the
TSXV under the symbol "FNR.RT". The Rights Offering will expire at
5:00 p.m. (Toronto time) on November 10, 2021 (the "Expiry Time"),
after which time unexercised rights will be void and of no value.
Shareholders who fully exercise their rights will be entitled to
subscribe for additional Units, if not all of the Units have been
subscribed for under the basic subscription privilege prior to the
Expiry Time, subject to certain limitations set out in the
Company's rights offering circular (the "Circular").
Details of the Rights Offering will be set out in the rights
offering notice (the "Notice") and the Circular, which will
be available under the Company's profile at www.sedar.com. The
Notice and accompanying rights certificate will be mailed to each
registered shareholder of the Company as at the record date that is
resident in the Eligible Jurisdictions. Registered shareholders who
wish to exercise their rights must forward the completed rights
certificate, together with the applicable funds, to the rights
agent, Alliance Trust Company, on or before the Expiry Time.
Shareholders resident in the Eligible Jurisdictions who own their
Common Shares through an intermediary, such as a bank, trust
company, securities dealer or broker, will receive materials and
instructions from their intermediary. Rights certificates will not
be issued and forwarded to registered holders of Common Shares who
are not resident in the Eligible Jurisdictions. Beneficial
shareholders of the Company not resident in an Eligible
Jurisdiction may also be restricted from participating in the
Rights Offering. Shareholders of the Company who reside outside of
the Eligible Jurisdictions should review the Circular for
information respecting their rights.
The Company understands that certain directors and officers of
the Company who own Common Shares intend to exercise their rights
to purchase Units under the Rights Offering.
The Company currently has 83,119,155 Common Shares outstanding.
A maximum of 83,119,155 Units will be issued under the Rights
Offering. If all the rights issued are validly exercised, the
offering will raise gross proceeds of approximately $1,662,383.10, the net proceeds of which will be
used make strategic investments that will grow the value of the
Company's asset portfolio and for general corporate purposes. See
the Circular for additional information.
The completion of the Rights Offering is not subject to
FNR receiving any minimum amount of subscriptions. The Company
has not entered into any standby guarantee with any party in
respect of the Rights Offering.
The Rights Offering is subject to regulatory approval, including
the approval of the TSXV. The Company has obtained conditional
approval from the TSXV.
About 49 North Resources Inc.
FNR is a natural resource focused investment company. The
Company's diversified portfolio of assets includes investments in
shares and other securities of junior and intermediate mineral and
oil and gas exploration companies.
ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED
UNDER THE US. SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT
BE OFFERED OR SOLD IN THE UNITED
STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH
REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF
THE 1933 ACT.
This press release shall not constitute an offer to sell or
the solicitation of an offer to buy nor shall there be any sale of
the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
Forward Looking Statements
This release
contains forward-looking statements. All statements, other than
statements of historical fact that address activities, events or
developments that we believe, expect or anticipate will or may
occur in the future are forward-looking statements. These
forward-looking statements reflect our current expectations or
beliefs based on information currently available to us.
Forward-looking statements in this release include, without
limitation, statements with respect to: the closing of the Rights
Offering, the gross proceeds of the Rights Offering and the use of
proceeds from the Rights Offering. Forward-looking statements are
subject to a number of risks and uncertainties that may cause our
actual results to differ materially from those discussed in the
forward-looking statements and, even if such actual results are
realized or substantially realized, there can be no assurance that
they will have the expected consequences to, or effects on, us.
Factors that could cause actual results or events to differ
materially from current expectations include, among other things,
uncertainties relating to the availability and cost of funds;
closing the Rights Offering; delays in obtaining or failure to
obtain required approvals to complete the Rights Offering; the
uncertainty associated with estimating costs to complete the Rights
Offering, including those yet to be incurred; potential risks and
uncertainties relating to the novel coronavirus (COVID-19)
outbreak; and other risks related to our business and the Rights
Offering. Any forward-looking statement speaks only as of the date
on which it is made and, except as may be required by applicable
securities laws, we disclaim any intent or obligation to update any
forward-looking statement, whether as a result of new information,
future events or results or otherwise. Although we believe that the
assumptions inherent in the forward-looking statements are
reasonable, forward-looking statements are not guarantees of future
performance and, accordingly, undue reliance should not be put on
such statements due to their inherent uncertainty.
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.
SOURCE 49 North Resources Inc.
