Date: Sep 28, 2018
Vanadium One Energy Corp. (TSXV:VONE) (the “Company”), is pleased to announce a revision to our proposed non-brokered private placement financing as announced on September 10, 2018. The Company is increasing the aggregate gross proceeds to the Company from up to $500,000 (the “Offering”) to $1,000,000, through a combination of Units and Flow-Through shares. The units will be priced at $0.07 per unit and the Flow-Through shares will be priced at $0.10 per share, as previously announced. Each unit will consist of one common share in the capital of the Company and one common share purchase warrant. Each warrant will entitle its holder to purchase one additional common share at an exercise price of $0.14 for a period of 2 years from the closing date of the private placement. There can be no assurance that the Offering will be completed, whether in whole or in part. The company may pay up to 6% in Finders’ Fees on the proceeds from Flow-Through shares and up to 6% on Units. In addition, Finders’ Warrants equal to 8% of the number of Units issued, pursuant to subscriptions introduced to the Company by the Finder, will be granted. Each Finders’ Warrant shall entitle the Finder to acquire one (1) Unit at an exercise price of $0.07 per Unit for a term of twenty-four (24) months following the date of closing of the Offering.
Directors and officers of the Company may participate in the Offering. Accordingly, any such participation would be considered a “related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). However, such participation would be exempt from the formal valuation and majority of the minority shareholder approval set out in MI 61-101 since at the time the transaction was agreed to: (i) the securities of the Company were not listed or quoted on one of the exchanges or markets specifically identified in MI 61-101; (ii) neither the fair market value of the securities to be distributed in the Offering nor the consideration to be received for those securities, insofar as the transactions involves interested parties, would exceed $2,500,000; and (iii) the Company has one or more independent directors and, at least two thirds of said independent directors approved the transaction, as required pursuant to sections 5.5 and 5.7 of MI 61-101.
