NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
April 22, 2019 – Vancouver, British Columbia – Graphite One Inc. (GPH: TSX-V; GPHOF: OTCQB) (“Graphite One” or the “Company”) is pleased to announce that it has completed the first tranche of a non-brokered private placement offering (the “Offering”), raising gross proceeds of CA$1,869,560.
The net proceeds of the Offering will be used for exploration and development of the Company’s Graphite Creek Project and for general working capital purposes.
The Company has issued 6,231,867 Units (the “Units”) at a price of CA$0.30 per Unit for a total of CA$1,869,560. Each Unit consists of one common share (a “Common Share”) and one transferable common share purchase warrant (a “Warrant”). Each Warrant entitles the holder to purchase one full Common Share at a purchase price of CA$0.30 per Common Share and will expire one year from the date of issuance.
Taiga Mining Company, Inc. (“Taiga”) is the sole participant in the first tranche of this Offering and has acquired all 6,231,867 Units. The issuance of Units to Taiga pursuant to the Offering (“Insider Participation”) will be considered to be a related party transaction within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 (“MI 61-101”). The Company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(b) and 5.7(1)(b) of MI 61-101 in respect of the Insider Participation.
Prior to the Offering, Taiga had beneficial ownership and control of 7,599,553 Common Shares of the Company, representing approximately 22.4% of the Company’s issued and outstanding Common Shares as of such date. Following the completion of the Offering, Taiga now has beneficial ownership and control of an aggregate of 13,831,420 Common Shares, or approximately 34.4% of the Company’s issued and outstanding Common Shares as of the date of this press release, representing an increase of approximately 12.0%. In addition, Taiga and its joint actors hold 12,501,420 common share purchase warrants, and which, if exercised, would result in Taiga having beneficial ownership and control over an aggregate of 26,432,840 Common Shares of the Company on a partially diluted basis (assuming no other shares were issued and no other convertible securities were converted by the Company).
The joint actors involved in the Transaction are Jerome Birch and Kevin Greenfield.
The securities acquired by Taiga are held for investment purposes. Taiga will review their investment in the Company’s securities on a continuing basis and such holdings may be increased or decreased in the future. Taiga may in the future acquire or dispose of common securities of the Company, through the open market, privately or otherwise, as circumstances or market conditions dictate.
Taiga has filed an early warning report pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues describing the above transactions with applicable securities regulatory authorities, a copy of which is available on SEDAR at www.sedar.com.
For further information or for a copy of the early warning report, please contact:
Taiga Mining Company, Inc.
1029 W. 3rd Avenue, Suite 600
Anchorage, AK 99501
Final closing of the Offering is subject to receipt of final applicable regulatory approvals including approval of the TSX Venture Exchange. All securities issued in connection with the Offering will be subject to a restricted period that expires four months and a day following the date of issuance.
This press release does not constitute an offer to sell or a 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.
About Graphite One
GRAPHITE ONE INC. (GPH: TSX-V; GPHOF: OTCQB) continues to develop its Graphite One Project (the “Project”), whereby the Company could potentially become an American producer of high grade Coated Spherical Graphite (“CSG”) that is integrated with a domestic graphite resource. The Project is proposed as a vertically integrated enterprise to mine, process and manufacture high grade CSG primarily for the lithium-ion electric vehicle battery market. As set forth in the Company’s Preliminary Economic Assessment, potential graphite mineralization mined from the Company’s Graphite Creek Property is expected to be processed into concentrate at a graphite processing plant. The proposed processing plant would be located on the Graphite Creek Property situated on the Seward Peninsula about 60 kilometers north of Nome, Alaska. CSG and other value-added graphite products would likely be manufactured from the concentrate at the Company’s proposed graphite product manufacturing facility, the location of which is the subject of further study and analysis. The Company intends to make a production decision on the Project once a feasibility study is completed.
ON BEHALF OF THE BOARD OF DIRECTORS
“Anthony Huston” (signed)
For more information on Graphite One Inc please visit the Company’s website, www.GraphiteOneInc.com or contact:
CEO, President & Director
Tel: (604) 889-4251
Investor Relations Contact
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 release.
This release includes certain statements that may be deemed to be forward-looking statements. All statements in this release, other than statements of historical facts that address timing of closing the Offering, final amount raised under the Offering, the participation of insiders in the Offering, receipt of regulatory approvals, exploration drilling, exploitation activities and events or developments that the Company expects, are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continuity of mineralization, uncertainties related to the ability to obtain necessary permits, licenses and title and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, and continued availability of capital and financing, and general economic, market or business conditions. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date it is expressed in this press release, and the Company undertakes no obligation to update publicly or revise any forward-looking information, except as required by applicable securities laws. For more information on the Company, investors should review the Company’s continuous disclosure filings that are available at www.sedar.com.