Wilton Announces Closing of Non-Brokered Private Placement Financing
Calgary, Alberta--(Newsfile Corp. - February 13, 2019) - Wilton Resources Inc. (TSXV: WIL) ("Wilton" or the "Corporation") is pleased to announce that it closed its previously announced non-brokered private placement offering (the "Offering") of units ("Units") of the Corporation at a purchase price of $0.56 per Unit for gross proceeds of $468,000. Each Unit consists of one common share in the capital of the Corporation ("Common Share") and one whole Common Share purchase warrant of the Corporation ("Warrant"). Each whole Warrant is exercisable into one Common Share at a price of $0.70 per Common Share for a period of 24 months from the date of issuance.
No commission, finder's fee or similar payment (whether in the form of cash, securities or an interest in assets) were paid by the Corporation in connection with the Offering.
The gross proceeds from the Offering will be used by Wilton for general corporate purposes and future working capital. All securities issued in connection with the Offering are subject to a statutory four month hold period from the date of issue.
In connection with the closing of the Offering, 300,000 Units were issued to an Insider of the Corporation (as such term is defined under the policies of the TSX Venture Exchange). The participation of the Insider in the Offering constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Corporation is relying upon exemptions from the formal valuation and minority approval requirements of MI 61-101 based on a determination that the fair market value of the Offering, insofar as it involves the related parties, does not exceed 25% of the market capitalization of the Corporation. The Corporation was not in a position to file a material change report more than 21 days in advance of the closing of the Offering, as the participation of the related parties was not confirmed at that time.
The Offering was approved by the Corporation's board of directors by means of a unanimous resolution. In connection with the closing of the Offering, accounts managed by Rosseau Asset Management Ltd. subscribed for a total of 300,000 Units. The transaction resulted in the percentage of the total outstanding Common Shares of the Corporation controlled by Rosseau Asset Management Ltd. increasing by less than 1%.
This news release does not constitute an offer to sell or solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Forward-Looking Statements and Information and Cautionary Statements
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "intend", "may", "will", "expect", and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Corporation's current beliefs or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this press release contains forward-looking information with respect to the anticipated principal uses of the proceeds of the Offering. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to the Corporation. The material facts and assumptions include obtaining approval of the TSXV of the proposed Offering and the intended use of proceeds remaining in the best interests of the Corporation. The Corporation cautions the reader that the above list of risk factors is not exhaustive. The forward-looking information contained in this release is made as of the date hereof and the Corporation is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Due to the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward- looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
For more information, please contact:
Wilton Resources Inc.
Chief Executive Officer and President
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