Blue Thunder Mining Inc. is pleased to announce a non-brokered private placement for gross proceeds of up to C$500,000, comprising a maximum of 33,333,333 units of the Company (each, a “Unit”) at a price of C$0.015 per Unit, each Unit comprised of one common share and one common share purchase warrant.
Each Warrant will be exercisable to purchase an additional share of the Company at a price of C$0.05 for a period of three years from the closing date of the Offering (the “Closing Date”). If the volume-weighted average price of the common shares of the Company on the TSX Venture Exchange over the preceding 20 trading days is greater than C$0.20, the Company can elect to accelerate the term of the Warrants to 30 calendar days following the date a press release announcing the notice of acceleration is issued.
The Company is relying on the minimum pricing amendments announced by the TSX Venture Exchange (“TSXV”) on June 23, 2022 (the “Pricing Amendment”) in offering the Units at a price that is less than $0.05. As per the Pricing Amendment, the Company confirms that the aggregate number of its listed shares issued at a price less than $0.05 in the last 12 months does not exceed 100% of its issued and outstanding listed shares, on a non-diluted basis, at the beginning of the 12-month period. All securities issued under the Offering will be subject to a TSXV hold period in addition to the restricted period under applicable securities laws and will be legended accordingly.
While Insiders will be significant participants, this Offering is open to all qualified investors. The Company particularly encourages existing shareholders who wish to participate in the Offering to contact the Company through Grove Issuer Services Inc. at email@example.com.
The Company anticipates Insider participation of at least C$200,000 or 13,333,333 Units. The issuance of Units to Insiders will be considered a “related-party transaction” within the meaning of TSX Venture Exchange Policy 5.9 – Protection of Minority Security Holders in Special Transactions and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company intends to rely on the exemptions from the “minority approval” and “formal valuation” requirements of MI 61-101 in respect of any Insider Participation.
Closing of the Offering is anticipated to be completed on or about July 8, 2022, and is subject to the approval of the TSX-V and other customary closing conditions. There can be no assurances that the Offering will be completed on the terms set out herein, or at all, or that the proceeds of the Offering will be sufficient for the uses of proceeds as set out above.
The securities offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from registration requirements. This news release does not constitute an offer for sale of securities in the United States.
About Blue Thunder
Blue Thunder (TSXV: BLUE) (OTCQB: BLTMF) is a gold exploration company that controls 100% of one of the largest land positions near the Chapais-Chibougamau gold district of Quebec with significant historical production and major recent discoveries. The project is situated on the two major regional trends hosting IAMGOLD’s Nelligan and Northern Superior Resources Lac Surprise to the south and IAMGOLD’s Monster Lake to the north with excellent highway and road access.
The Muus Project covers approximately 51,000 hectares in five separate blocks of prospective ground in the eastern part of the Abitibi Greenstone Belt. The Project is considered particularly prospective for gold mineralization, as a series of prominent ductile and brittle fault-sets transect the Property, including the Guercheville and Fancamp deformation zones, both of which are associated with numerous past and currently producing precious- and base-metal mines in the District.