Tri Origin Closes $2.75M Non-Brokered Private Placement and Welcomes O3 and Osisko As Shareholders
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Aurora, Ontario, January 11, 2021 – Tri Origin Exploration Ltd. (TSX-V: TOE) (the “Company”) is pleased to announce that it has closed the previously announced non-brokered private placement and upsizing issuing 21,923,076 units of the Company for aggregate gross proceeds of $2,750,000 through the private placement (the “Private Placement”). The Private Placement consisted of the sale of 20,000,000 units of the Company (“Units”) at a price of $0.125 per Unit for gross proceeds of $2,500,000 (the “Offering”) and the sale of 1,923,076 units of the Company (the “Additional Units”) at a price of $0.13 per unit for gross proceeds of $250,000 (the “Additional Offering”). Each Unit and Additional Unit consists of one common share in the capital of the Company (a “Common Share”) and one Common Share purchase warrant (each whole Common Share purchase warrant, a “Warrant”). Each whole Warrant entitles the holder to acquire one Common Share at a price of $0.18 per Common Share for a period of 24 months from the closing date of the Offering.
As part of the Offering, O3 Mining Inc. (“O3”) acquired 2,400,000 Units and Osisko Mining Inc. (“Osisko Mining”) acquired 3,200,000 Units, at a price of $0.125 per Unit, for an aggregate purchase price of $300,000 and $400,000 respectively, making their respective holdings in the Company 4,800,000 Common Shares for O3 and 6,400,000 Common Shares for Osisko Mining (assuming the exercise in full of the Warrants). The issuance of 2,400,000 Units to O3 and of 3,200,000 Units to Osisko Mining represents the acquisition of approximately 9.34% by O3 and approximately 12.26% by Osisko Mining of the number of Common Shares expected to be issued and outstanding immediately prior to the closing of the Offering calculated on a partially-diluted basis. O3 and Osisko Mining acquired the Units for investment purposes. These investments will be reviewed on a continuing basis and depending on market and other conditions, O3 and Osisko Mining may from time to time in the future increase or decrease its ownership, control or direction over securities of the Company, through market transactions, private agreements, or otherwise.
The Private Placement received conditional approval by the TSX Venture Exchange on December 23, 2020. Under the Private Placement, a finder’s fee of $1500 was paid by the Company.
In satisfaction of the requirements of the National Instrument 62-104 - Take-Over Bids And Issuer Bids and National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, an early warning report respecting the acquisition of Units by Osisko Mining will be filed under the Company’s SEDAR Profile at www.sedar.com. A copy of the early warning report regarding the acquisition can be obtained by contacting Robert Valliant at 905-727-1779.
About Tri Origin
Tri Origin Exploration Ltd. is publicly listed on the TSX Venture Exchange under the trading symbol TOE. Tri Origin is a leading Canadian exploration company with gold and base metal projects in Canada.
Dr. Robert Valliant, President
Tri Origin Exploration Ltd.
Tel: (905) 727-1779
Forward Looking Statements:
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. This News Release includes certain "forward-looking statements" which are not comprised of historical facts. Forward-looking statements include estimates and statements that describe the Company’s future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as “believes”, “anticipates”, “expects”, “estimates”, “may”, “could”, “would”, “will”, or “plan”. Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to the Company, the Company provides no assurance that actual results will meet management’s expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward looking information in this news release includes, but is not limited to, the intention to complete the Offering and the expected expenditure of the proceeds of the Offering, the Company’s objectives, goals or future plans, statements, exploration results, potential mineralization, the estimation of mineral resources, exploration and mine development plans, timing of the commencement of operations and estimates of market conditions. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, the Company’s ability to obtain all approvals required in connection with the Offering and successfully complete the Offering, the Company’s ability to predict or counteract potential impact of COVID-19 coronavirus on factors relevant to the Company’s business failure to identify mineral resources, failure to convert estimated mineral resources to reserves, the inability to complete a feasibility study which recommends a production decision, the preliminary nature of metallurgical test results, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, political risks, inability to fulfill the duty to accommodate First Nations and other indigenous peoples, uncertainties relating to the availability and costs of financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects, capital and operating costs varying significantly from estimates and the other risks involved in the mineral exploration and development industry, and those risks set out in the Company’s public documents filed on SEDAR. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.