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VANCOUVER, BC, June 14,
2022 /CNW/ - Astra Exploration Inc. (TSXV: ASTR)
("Astra" or the "Company") is pleased to announce the Company
has closed the non-brokered private placement previously announced
on June 7, 2022 (the "Offering") by
issuing 12,000,000 units for gross proceeds of CAD $2.4 million.
The Offering consisted of 12,000,000 units (the "Units") at
$0.20 per Unit, with each Unit
consisting of one common share (a "Common Share") and one common
share purchase warrant (a "Warrant"). Each Warrant entitles the
holder thereof to purchase one common share at an exercise price of
$0.26 for a period of 24 months from
the date of closing.
The Company is very pleased to announce strategic investments
from the following parties:
- Michael Gentile, CFA who
subscribed for 5,000,000 units of the Offering and now owns 23.75
percent of Astra on a partially diluted basis
- Peter Marrone who subscribed for
1,650,000 units of the Offering and now owns 8.5 percent of Astra
on a partially diluted basis
- New Venture Equities Fund LP, a private equity style investment
fund managed by Goodman & Company, Investment Counsel Inc.
("NVEF") who subscribed for 2,000,000 units of the Offering and
when combined with their shares owned prior to this financing owns
14.5 percent of Astra on a partially diluted basis
- In addition, management and insiders of Astra subscribed for a
combined 1,000,000 units of the Offering. Management who owned 26%
percent of the company prior to this financing now owns 20.4
percent of the company
New Strategic Investors Michael Gentile, CFA and
Peter Marrone
Mr. Gentile is considered to be a leading strategic investor in
the junior mining sector and holds significant positions in a
select group of high-potential junior companies. He recently
founded Bastion Asset Management in Montreal, Quebec and was previously a Senior
Portfolio Manager at Formula Growth Limited.
Mr. Gentile stated: "In a very short period of time, Astra has
moved the Pampa Paciencia project to a level where they have
demonstrated the potential for significant scale and high grades in
an area with excellent infrastructure and a history of mining. The
drill targets for the Phase II program are well defined and have
been largely de-risked by the Phase I drill program and could be
very significant for the Company. I am equally pleased to have both
Peter Marrone and NVEF as strategic
cornerstone investors alongside me in this Offering. Their patient
long term capital and strong mining acumen and background will be
invaluable assets to Astra going forward. With a market cap of only
five million dollars pre financing
and a tightly held share structure with management and the 3
strategic investors announced today owning about 67 percent of the
company on a partially diluted basis, Astra is set up for
success."
Mr. Marrone is the Executive Chairman at Yamana Gold, which he
founded in 2003, and which recently announced it is to be acquired
by Gold Fields Limited. He has a long track record of successful
mining start-ups and investments with more than 35 years of mining,
business, and capital markets experience.
Mr. Marrone stated: "I am very impressed by how management has
been able to define structure and grade with such a limited amount
of exploration expenditure, and near to surface, which portends
very well for the project as drilling now turns to deeper
areas. These low sulphidation epithermal systems are normally
impressively large once discovered. The discovery has been
made and that alone is impressive. Equally, its analog to El
Peñón has not escaped me. The similarities are
obvious. Management has impressed me in making this discovery
in such an efficient way, and with management including the
exploration geologists who were in the early discovery years of El
Peñón, this has impressive upside."
Brian Miller, CEO of Astra
Exploration, commented:
"The demand for this Offering and the quality of investor
attracted has been incredible, especially in these challenging
markets. This group of three cornerstone investors consists of
highly accomplished professionals recognized for excellence in
critical industry disciplines including geological expertise, risk
management, capital markets, entrepreneurship, and strategy. Their
collective vote of confidence sends a very positive message
regarding Astra's potential as an investment opportunity. Further,
access to such a network greatly expands Astra's investor audience
as it prepares for the Phase II drill program at Pampa Paciencia
this season."
About Pampa Paciencia
Pampa Paciencia is a 3,840 hectare road-access low-sulphidation
epithermal (LSE) gold-silver project located within an active
mining district less than 15 kilometres from two major mines
(Sierra Gorda and Spence) and five
kilometres from the Faride LSE mine (Figure 1).
Astra has completed property wide mapping and sampling,
geophysical surveys, and localized trenching and in doing so, has
defined a vein boulder field over approximately 75% of the project
area. The veins do not outcrop as the majority of the project area
is covered by a thin layer of gravels and caliche but the vein
float can be used to identify areas of high prospectivity.
Initial drill results defined gold mineralization in the
Paciencia Vein System, which is a thick LSE vein structure
averaging 10-20 metres thickness over a strike length of
approximately 1.4 kilometres. Exploration results continue to
indicate a large LSE system under thin cover, with two known zones
of gold mineralization near surface which are open along strike and
at depth (see May 2nd and
May 25th, 2022 press
releases).
Use of Proceeds and Resale Restrictions
The net proceeds from the Offering will be used to fund
exploration activities and for general working capital
purposes.
The Company will pay a cash finder's fee to Dundee-Goodman
Merchant Partners and Agentis Exempt Market Dealer Limited
Partnership of C$67,500 and
C$48,750 respectively, on a portion
of the proceeds and in accordance with applicable securities laws
and the policies of the TSX Venture Exchange.
The common shares and purchase warrants issued in this Offering
will be subject to a statutory hold period of four months plus one
day from the date of issuance. Some securities issued in this
Offering may be subject to additional restrictions. The Offering is
subject to TSX Venture Exchange approval.
Certain directors and officers of the Company have participated
in the Offering. Participation of insiders of the Company in the
Offering constitutes a related-party transaction as defined under
Multilateral Instrument 61-101 ("MI 61-101"). The issuance of
securities is exempt from the formal valuation requirements of
Section 5.4 of MI 61-101 pursuant to Subsection 5.5(b) of MI 61-101
and exempt from the minority approval requirements of Section 5.6
of MI 61-101 pursuant to Subsection 5.7(b) of MI 61-101.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of any
of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful. 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 the
securities laws of any state of the
United States and may not be offered or sold within
the United States or to, or for
the account or the benefit of, U.S. persons (as defined in
Regulation S under the U.S. Securities Act) unless registered under
the U.S. Securities Act and applicable state securities laws or
pursuant to an exemption from such registration requirements.
PDAC 2022 Participation
Astra is attending The Prospectors & Developers Association
of Canada (PDAC) In-Person
Convention hosted in Toronto,
Canada from June
13th-15th. Visit us in the
Investors Exchange at Booth 3316.
About the Company
Astra Exploration Inc. is an exploration company based out of
Vancouver, BC. Astra is engaged in
the acquisition, exploration and development of epithermal
gold-silver properties in Chile
and is building a portfolio of high-quality projects. Astra's
current focus is the development of the Pampa Paciencia
Project.
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this release.
Mineralization hosted on adjacent and/or nearby and/or
geologically similar properties is not necessarily indicative of
mineralization hosted on the Company's properties.
This news release may contain certain "Forward-Looking
Statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and applicable Canadian
securities laws. When or if used in this news release, the
words "anticipate", "believe", "estimate", "expect", "target,
"plan", "forecast", "may", "schedule" and similar words or
expressions identify forward-looking statements or
information. These forward-looking statements or information
may relate to the Company's business activities; exploration on the
Company's properties; and marketing initiatives. Such
statements represent the Company's current views with respect to
future events and are necessarily based upon a number of
assumptions and estimates that, while considered reasonable by the
Company, are inherently subject to significant business, economic,
competitive, political and social risks, contingencies and
uncertainties. Many factors, both known and unknown, could
cause results, performance or achievements to be materially
different from the results, performance or achievements that are or
may be expressed or implied by such forward-looking statements.
Such factors include, without limitation: development of the
industry in which the Company operates; risks associated with the
conduct of the Company's business activities; risks relating to
reliance on the Company's management team and outside contractors;
currency fluctuations; risks regarding the failure to generate
sufficient cash flow from operations; laws and regulations
governing the industry in which the Company operates; the ability
of the communities in which the Company operates to manage and cope
with the implications of COVID-19; the economic and financial
implications of COVID-19 to the Company; operating or technical
difficulties; employee relations, labour unrest or unavailability;
stock market volatility; conflicts of interest among certain
directors and officers; lack of liquidity for shareholders of the
Company; litigation risk; and other risk factors disclosed in the
Company's public disclosure documents available on the Company's
profile at www.sedar.com. Readers are cautioned against
attributing undue certainty to forward-looking statements or
forward-looking information. Although the Company has attempted to
identify important factors that could cause actual results to
differ materially, there may be other factors that cause results
not to be anticipated, estimated or intended. The Company does not
intend, and does not assume any obligation, to update these
forward-looking statements or information to reflect changes in
assumptions or changes in circumstances or any other events
affecting such statements and information other than as required by
applicable laws, rules and regulations.
SOURCE Astra Exploration Limited