Fredonia Mining Inc. Announces Private Placement Financing and Intention to Consolidate Outstanding Shares

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Fredonia Mining Inc.
Fredonia Mining Inc.

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TORONTO, Sept. 18, 2024 (GLOBE NEWSWIRE) -- Fredonia Mining Inc. (TSXV: FRED) (the "Company" or "Fredonia") announces it intends to complete a proposed private placement financing (the "Offering") for total proceeds of up to $1,000,000 consisting of 33,333,333 units of the Company (the "Units") at a price of $0.03 per Unit. Each Unit will comprise one common share (a "Unit Share") and one common share purchase warrant (a “Warrant”). Each Warrant will be exercisable to purchase one additional common share (a “Warrant Share”) from the Company for three years from the Closing Date (as defined below) at an exercise price of $0.06 per Warrant Share.

The net proceeds from the Offering will be used to fund ongoing exploration, preparing a technical report, and for general corporate purposes.

Completion of the Offering is subject to obtaining all regulatory approvals and satisfying customary closing conditions, including approval for listing of the Unit Shares and Warrant Shares on the TSX Venture Exchange (“TSXV”). The Unit Shares, Warrants, and Warrant Shares issued pursuant to the Offering will all be subject to a statutory and exchange hold period of four months and one day, and an additional contractual lockup period of 12 months from the completion of the Offering.

The securities offered in the Offering 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 U.S. state securities laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an applicable exemption therefrom. This news release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor may there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Certain directors and officers of the Company may participate in the Offering. A material change report with respect to the Offering is expected to be filed less than 21 days before the expected Closing Date, which is reasonable and necessary in the circumstances for the Company to take advantage of available financing opportunities.