Vancouver, B.C. - TheNewswire - January 15, 2021; Jayden Resources Inc. ("Jayden" or the “Company") (TSXV:JDN) (OTC:PNMLF) is pleased to announce it has received final approval from the TSX Venture Exchange (“TSXV”) to close a unit offering (the “Offering”) previously announced on September 9, 2020.
A total of 11,800,000 Units were placed for total proceeds of $590,000. Jayden closed the first tranche of the Offering totaling $465,000 by issuing 9,300,000 Units of the Company on November 13, 2020.
The Company has now closed the second tranche of the Offering representing $125,000 by issuing 2,500,000 Units of the Company at a price of $0.05 per Unit. Each Unit consisted of one common share of the Company (a “Share”) and one transferable common share purchase warrant (a “Warrant”). Each Warrant entitles the holder to purchase one additional Share (a “Warrant Share”) of the Company at a price of $0.07 per Warrant Share until January 12, 2023. No finder’s fees or commissions were paid in relation to the Offering. The Offering’s Shares and any Warrant Shares are subject to a four-month-plus-one-day hold period expiring on May 13, 2021.
Closing the final tranche of the Offering was conditional to the Company receiving final TSXV acceptance for the acquisition of the Harry Property which it received earlier this week (see news release dated January 12, 2021). $100,000 of the proceeds of the 2nd tranche Offering will be allocated to the Company’s first year exploration expenditures on the Harry Property, and the remaining $25,000 will be paid to Teuton Resources Corp. to fulfill the Company’s first year cash commitment as per the agreement with Teuton.
The participation in the 2nd tranche of the Offering by an executive officer of Jayden may be considered a "related party transaction" (the “Related Party”) as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Jayden has determined that exemptions from the formal valuation and minority shareholder approval requirements under MI 61-101 are available. In particular, Jayden has determined that the exemptions set out in paragraphs (a) and (b) in section 5.5 of MI 61-101 are applicable since the aggregate consideration to be paid by the Related Party does not exceed 25% of the market capitalization of Jayden and Jayden is not listed on the Toronto Stock Exchange, but only on the TSX Venture Exchange. In addition, regarding the minority shareholder approval exemptions, the independent directors have determined that the exemptions set out in paragraphs (1)(a) and (b) in section 5.7 of MI 61-101 are applicable in that the aggregate consideration to be paid by the Related Party does not exceed 25% of the market capitalization of Jayden, the distribution of the securities to the Related Party has a fair market value of not more than $2,500,000 and Jayden is not listed on the Toronto Stock Exchange, but only on the TSX Venture Exchange.
For further information about this news release, contact Mike Thast at 604-688-9588 or email email@example.com.
On Behalf of the Board:
President & CEO
Neither 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.
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