Claim Post Resources Inc. Completes $13 Million Private Placement and Announces New Strategic Shareholder and Board Member
THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES
CALGARY, Alberta, Aug. 02, 2018 -- Claim Post Resources Inc. (TSX-V: CPS) ("Claim Post" or the "Company") is pleased to announce that it has completed a non-brokered private placement (the "Offering") of 130 million common shares (the "Common Shares") priced at $0.10 per share for total proceeds of $13 million. The previously announced private placement was increased in size in order to accelerate the development of the Company's silica sand deposit and as a result of significant interest from high quality and strategic shareholders.
The net proceeds of the Offering will be utilized to pursue the expeditious development of the Company's significant surface silica sand deposit at Seymourville, Manitoba.
Claim Post's Executive Chairman, Lowell Jackson, remarked that "we see this keen interest and participation by major industry players as a strong endorsement of Claim Post's strategic positioning and ability to quickly advance our Tier 1 sand resource project to production."
New Significant Shareholder
As part of the Offering, Paramount Resources Ltd. ("Paramount") acquired 41,390,909 Common Shares of Claim Post which represents approximately 13.1% of the issued and outstanding Common Shares of the Company. Paramount is an independent, publicly traded, liquids-focused Canadian energy company that explores for and develops both conventional and unconventional petroleum and natural gas resources, including long-term strategic exploration and pre-development plays, and holds a portfolio of investments in other entities. The Company's principal properties are located in Alberta and British Columbia.
As part of the Offering, Mr. David Wilson, President and CEO of Kelt Exploration Ltd. ("Kelt"), acquired 20,000,000 Common Shares of Claim Post and now also holds approximately 13.1% of the issued and outstanding Common Shares of the Company. Kelt is an independent Canadian energy company focused on exploration, development, and production of crude oil and natural gas resources, primarily in west central Alberta and northeastern British Columbia.
New Board Member
Concurrent with Paramount's investment as part of the Offering, Claim Post is pleased to announce the appointment of Mr. Rodrigo Sousa to the Board of Directors. Currently, Mr. Sousa is Paramount's Vice-President, Corporate Development. Prior thereto, Mr. Sousa held senior roles as an oil and gas executive and in investment banking at TD Securities Inc., Ross Smith Sousa Energy Advisors and Scotia Capital. He holds a Bachelor of Commerce degree with Distinction from the University of Calgary and a Chartered Financial Analyst designation from the CFA Institute.
Certain of the directors of the Company, being Lowell Jackson, Tom MacInnis and Rod Sousa, participated in the Offering in the aggregate amount of $350,000, thereby making the Offering a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). The Offering is exempt from the need to obtain minority shareholder approval and a formal valuation as required by MI 61-101 as the Company is listed on the TSX Venture Exchange and the fair market value of the Common Shares to insiders or the consideration paid by insiders of the Company does not exceed 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the expected closing date of the Offering as the details of the Offering, including the amount to be raised pursuant to the Offering and the participation therein by related parties of the Company, had not been confirmed at that time and the Company wished to close the Offering on an expedited basis for sound business reasons and in a timeframe consistent with usual market practices for transactions of this nature. The Offering remains subject to the final acceptance of the TSX Venture Exchange. The Common Shares issued in connection with the Offering are subject to a statutory hold period expiring on December 1, 2018. Finder's fees will be payable on a portion of the Offering in accordance with the policies of the TSX Venture Exchange.
About Claim Post Resources Inc.
Claim Post is a Canadian silica resource development and production company and a reporting issuer in Ontario, Alberta and British Columbia, and its shares trade on the TSX Venture Exchange under the symbol "CPS". It is currently developing a Tier 1 frac sand deposit in Seymourville, Manitoba.
Neither 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.
CONTACT INFORMATION:
www.claimpostresources.com
Lowell Jackson, P.Eng.
Executive Chairman
(403) 660-3702
Richard Williams, LLB
Corporate Secretary and a Director
(416) 364-3123
Disclaimer for Forward-Looking Information
Certain statements in this press release related to the business prospects of the Company and the Offering and the securities issuable thereunder are forward-looking statements and are prospective in nature. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. These statements generally can be identified by the use of forward-looking words such as "may", "should", "will", "could", "intend", "estimate", "plan", "anticipate", "expect", "believe" or "continue", or the negative thereof or similar variations. Forward-looking statements in this news release include statements regarding the use of proceeds of Offering and receipt of the final approval of the TSX Venture Exchange. Such statements are qualified in their entirety by the inherent risks and uncertainties that the proceeds of the Offering may be used other than as set out in this news release, that the TSX Venture Exchange may not approve the Offering and such other factors beyond the control of the Company. Such forward-looking statements should therefore be construed in light of such factors, and the Company is not under any obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.