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CALGARY, AB, March 2, 2022 /CNW/ - Canadian Spirit
Resources Inc.
("CSRI" or the "Corporation") (TSXV: SPI)
(OTCBB: CSPUF) is pleased to announce that it is proposing to
undertake a non-brokered private placement offering
for aggregate gross proceeds
of up to $1,050,000 (the "Offering").
The Offering will be comprised of up to 20,000,000 units of the
Corporation ("Units") at a price of $0.0525
per Unit. The Offering is expected to close by the end of March
2022.
Each Unit will consist of one common share in the capital of the
Corporation (a "Common Share") and one Common Share purchase
warrant (a "Warrant"). Each Warrant will entitle the holder
to purchase one Common Share at a price of $0.08 for a period
of two years after closing
of the Offering.
All the securities issued pursuant to the Offering will be
subject to a four-month restricted resale
period under Canadian securities laws.
The net proceeds of the Offering will be used for various field
activities and initiatives, and for
general corporate purposes.
It is anticipated that the Offering will be a related party
transaction under Multilateral Instrument 61–101
– Protection of Minority Security Holders in Special
Transactions ("MI 61-101") as Elmag Investments Inc.,
an insider and control person of the Corporation, has notified
the Corporation that it intends to participate in
the Offering. It is anticipated that the Offering will be
exempt from the formal valuation requirements of MI 61–101 pursuant
to Sections 5.5(a), 5.5(b) and 5.5(c) and will be exempt from the
minority shareholder approval requirements of MI 61–101 pursuant to
Sections 5.7(a) and 5.7(b). The Offering has been unanimously
approved by the members
of the Board of Directors
of the Corporation (with Luigi Liberatore
abstaining).
The Offering is subject to all necessary regulatory and stock
exchange approvals, including but not limited to approval of the
TSX Venture Exchange (the "TSXV").
CSRI is a natural resource company focusing on the
identification and development of opportunities in
the unconventional natural
gas sector of the energy industry.
Information regarding CSRI is available on SEDAR at
www.sedar.com or the Corporation's website
at www.csri.ca.
On behalf of the Board of Directors
CANADIAN SPIRIT RESOURCES INC.
"Louisa DeCarlo"
President and Chief Executive Officer
Forward-looking Information Cautionary Statement
This press release contains forward-looking statements. More
particularly, this press release contains
statements concerning the terms of the Offering. The
forward-looking statements in this press release are based on
certain expectations and assumptions made by the Corporation. Although the Corporation believes that the expectations and
assumptions on which the forward-looking statements are based are
reasonable, undue reliance should not be placed on the
forward-looking statements because the Corporation can give no
assurance that they will prove to be correct. Since
forward-looking statements address future events and conditions, by
their very nature they involve inherent risks and
uncertainties. Actual results could differ materially from those
currently anticipated due to a number of factors and risks.
These include, but are not limited to, risks associated with
adverse market conditions, the TSX not approving the Offering.
Forward-looking statements are based on estimates and opinions of
management of the Corporation at the time the statements are
presented. The Corporation may, as considered necessary in the
circumstances, update or revise such forward-looking
statements, whether as a result of new information, future events
or otherwise, but the Corporation undertakes no obligation to
update or revise any forward-looking statements, except as required
by applicable securities laws.
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 NEWS RELEASE
SOURCE Canadian Spirit Resources Inc.