Quadro Closes $0.05 Unit Private Placement Financing
Vancouver, B.C. January 30, 2020. Quadro Resources Ltd. (“Quadro” or the “Company”) (TSXV:QRO) Further to its December 13, 2019, December 31, 2019, and January 21, 2020 news releases, the Company announces that it has closed the Hard Dollar Unit portion of its Financing and has issued 8,825,000 $0.05 Hard Dollar Units for gross proceeds of $441,250. The Company previously closed on 2,575,000 Flow- Through Units for proceeds of $128,750 for total gross proceeds of the Financing of $570,000.
All securities issued pursuant to the Financing will be subject to a four-month hold period. Cash finders’ fees totaling $5,862.50 have been paid and 82,250 broker warrants, exercisable at $0.05 for 12 months have been issued o various finders.
The Financing was effected with insiders of the Company subscribing for 300,000 Flow-Through Units and 8,150,000 Hard Dollar Units for aggregate subscription proceeds of $422,500, that portion of the Financing a “related party transaction” as such term is defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI61-101”). The Company is relying on exemptions from the formal valuation and minority approval requirements set out in MI 61- 101. The Company is exempt from the formal valuation requirement of MI 61-101 under sections 5.5(a) and (b) of MI 61-101 in respect of both transactions as the fair market value of each transaction, insofar as it involves the interested party, is not more than the 25% of the Company’s market capitalization, and no securities of the Company are listed or quoted for trading on prescribed stock exchanges or stock markets. The Company also relies on section 5.5(g) of MI 61-101 in respect of the debt settlement. Additionally, the Company is exempt from minority shareholder approval under sections 5.7(1)(a) and (b) of MI 61-101 as, in addition to the foregoing, (i) neither the fair market value of the units nor the consideration received in respect thereof from interested party exceeds $2,500,000, (ii) the Company has one or more independent directors who are not employees of the Company, and (iii) all of the independent directors have approved the transaction. Material change reports were not filed 21 days prior to the closing of the financing insider participation had not been established at the time the financing was announced.
About Quadro Resources – Quadro is a publicly traded mineral exploration company. It is led by an experienced and successful management team and is focused on exploring for gold in North America. Quadro has approximately 28 million shares outstanding. The Company’s shares trade on the TSX Venture Exchange under the symbol “QRO”. Quadro owns a 100% interest in the Staghorn and Conche properties in Newfoundland, and it has optioned the 192 claim unit Long Lake Gold property, both in Newfoundland.
On behalf of the board of directors,
Quadro Resources Ltd.
“T. Barry Coughlan”
President and CEO
"Neither the 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." The information contained herein contains "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be "forward-looking statements." Forward- looking statements are subject to a variety of risks and uncertainties that could cause actual events or results to differ from those reflected in the forward-looking statements. Investors are cautioned against attributing undue certainty to forward-looking statements. These forward-looking statements are made as of the date hereof and the Company does not assume any obligation to update or revise them to reflect new events or circumstances. Actual events or results could differ materially from the Company's expectations or projections.” For more information on the Company, interested parties should review the Company's filings that are available at www.sedar.com.