Montreal, Quebec – E-Power Resources Inc (“E-Power” or the “Company”) announces its intention to complete a non-brokered private placement, comprised of a flow-through portion of up to $1,500,000 (the “FT Offering”) and a non-flow through portion of up to $500,000 (the “Non FT Offering”, and collectively with the FT Offering, the “Offering”), for total gross proceeds of $2,000,000.
Securities to be issued pursuant to the Non-FT Offering shall consist of an amount of up to 1,250,000 units of the Company (the “Non-FT Units”) issued at a price of $0.40 per Non FT Unit, each Non FT Units being comprised of one common share in the capital of the Company (each a “Common Share”) and one common share purchase warrant (each a “Warrant”), each Warrant entitling its holder thereof to acquire one additional common share (each a “Warrant Share”) at a price of $0.60 per Warrant Share for a period of 2 years from the closing date of the Non-FT Offering.
Securities to be issued pursuant to the FT Offering shall consist of an amount of up to 3,260,869 units of the Company (the “FT Units”) issued at a price of $0.46 per Non FT Unit, each FT Units being comprised of one common shares in the capital of the Company (each a “FT Share”) that will qualify as “flow-through shares” (within the meaning of subsection 66(15) of the Income Tax Act (Canada)), and one Warrant, each Warrant entitling its holder thereof to acquire one Warrant Share at a price of $0.60 per Warrant Share for a period of 2 years from the closing date of the FT Offering.
Net proceeds from the FT Offering will be used by the Company to incur eligible “Canadian exploration expenses” that will qualify as “flow-through mining expenditures”, as defined in subsection 127(9) of the Income Tax Act (Canada) and under section 359.1 of the Taxation Act (Quebec) (the “Qualifying Expenditures”), related to the Company’s Tetepisca Graphite Property, located in the Tetepisca Graphite District of the North Shore Region of Quebec, as well as the Company’s Turgeon Property, located in the Abitibi Region of Quebec, on or before December 31, 2024. All Qualifying Expenditures will be renounced in favour of the subscribers to the FT Offering effective December 31, 2023. In addition, with respect to Quebec resident subscribers of FT Shares and who are eligible individuals under the Taxation Act (Quebec), the Canadian exploration expenses will also qualify for inclusion in the “exploration base relating to certain Quebec exploration expenses” within the meaning of section 726.4.10 of the Taxation Act (Quebec) and for inclusion in the “exploration base relating to certain Quebec surface mining expenses or oil and gas exploration expenses” within the meaning of section 722.214.171.124 of the Taxation Act (Quebec).
Net proceeds from the Non-FT Offering will be used by the Company for general working capital purposes.
The Flow-Through Shares and the Common Shares will be offered by way of private placement pursuant to applicable exemptions from prospectus requirements. The Offering is expected to close on or about March 31, 2023 (the “Closing Date”), subject to the satisfaction or waiver of the customary closing conditions, including the approval of the Canadian Securities Exchange.
The securities to be offered pursuant to the Offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws.
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.