NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
June 20, 2023
Vancouver, British Columbia — Vortex Energy Corp. (CSE: VRTX | OTC: VTECF | FRA: AA3) (“Vortex” or the “Company“) is pleased to announce that it has closed the first tranche (the “First Tranche”) of its previously announced non-brokered private placement (the “Offering”) for gross proceeds to the Company of C$3,847,000. As a result of the demand for securities issued pursuant to the Offering, the Company has upsized the Offering from gross proceeds of up to C$4,000,000 to gross proceeds of up to C$8,000,000, to be raised from the issuance of up to 10,000,000 $0.50 Units (as defined below) and up to 5,000,000 $0.60 Units. The Company expects to close the second and final tranche of the Offering, for gross proceeds of up to C$4,153,000 (the “Second Tranche”), on or before July 7, 2023. The closing of the Second Tranche is subject to the receipt of all necessary regulatory approvals, including approval of the Canadian Securities Exchange.
Pursuant to the First Tranche, the Company issued (i) 5,690,000 units of the Company at a price of $0.50 per unit (the “$0.50 Unit”) for aggregate gross proceeds of C$2,845,000, with each $0.50 Unit comprised of one non-flow-through common share of the Company (each, a “Share”) and one Share purchase warrant of the Company (each, a “Warrant”) entitling the holder to acquire one Share (each, a “Warrant Share”) at a price of C$0.75 per Warrant Share until June 19, 2025 and (ii) 1,670,000 units of the Company at a price of $0.60 per unit (the “0.60 Unit”) for aggregate gross proceeds of up to C$1,002,000, with each $0.60 Unit comprised of one flow-through common share (each, a “FT Share”) and one Warrant. The FT Shares issued pursuant to the First Tranche are intended to qualify as “flow through shares” within the meaning of the Income Tax Act (Canada) (the “Tax Act“).
The Company intends to use the net proceeds raised from the Offering for exploration expenses in respect of the Company’s existing exploration projects, including at the Company’s Robinsons River Salt Project in Newfoundland & Labrador, and general working capital purposes. The gross proceeds from the sale of the FT Shares will be used to incur “Canadian exploration expenses” that are intended to qualify as “flow-through mining expenditures” as those terms are defined in the Tax Act, which the Company intends to renounce to the initial purchasers of the FT Shares.
In connection with the closing of the First Tranche, the Company paid cash finder’s fees totalling C$103,740 and issued 177,100 finder’s warrants entitling the holder thereof to acquire one Share at an exercise price of C$0.75 (each, a “Finder’s Warrant”). Each Finder’s Warrant is exercisable until June 19, 2025.
All securities issued in connection with the First Tranche are subject to a statutory hold period, in accordance with applicable securities laws, expiring on October 20, 2023.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. 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 any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Vortex Energy Corp.
Vortex Energy Corp. is an exploration stage company engaged principally in the acquisition, exploration, and development of mineral properties in North America. The Company is currently advancing its Robinson River Salt Project in Stephenville in the Province of Newfoundland & Labrador covering over 17,000 hectares. Leveraging the Robinson River Salt project, the Company is also exploring the development of technologies to efficiently store green Hydrogen in Salt Caverns. Vortex also holds the Fire Eye Project, which is located in the Wollaston Domain of northern Saskatchewan, Canada.
On Behalf of the Board of Directors
Chief Executive Officer, Director
+1 (778) 819-0164
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company’s current belief or assumptions as to the outcome and timing of such future events.
In particular, this press release contains forward-looking information relating to, among other things, the Offering, including the total proceeds, use of proceeds, the FT Shares qualifying as flow-through shares as defined in the Tax Act and the closing (including the proposed closing date of the Second Tranche and receipt of regulatory approval for the Second Tranche) of the Offering. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information, including the assumption that the Company will close the Second Tranche of the Offering on the timeline anticipated, the Company will receive regulatory approval to close the Second Tranche of the Offering and the Company will raise the anticipated amount of gross proceeds from the Offering and will use the proceeds of the Offering as anticipated. Those assumptions and factors are based on information currently available to the Company. Although such statements are based on reasonable assumptions of the Company’s management, there can be no assurance that any conclusions or forecasts will prove to be accurate.
Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include: the risk that the Second Tranche of the Offering does not close on the timeline expected, or at all, whether as a result of a failure to receive regulatory approval for the Second Tranche of the Offering, or otherwise; the risk that the Company raises less than the anticipated amount of gross proceeds from the Offering; the risk that the Company does not use the proceeds from the Offering as currently expected; the risk that the FT Shares are not qualified as flow-through shares as defined in the Tax Act; risks inherent in the exploration and development of mineral deposits, including risks relating to changes in project parameters as plans continue to be redefined; risks relating to variations in grade or recovery rates; risks relating to changes in mineral prices and the worldwide demand for and supply of minerals; risks related to increased competition and current global financial conditions; access and supply risks; risks associated with the Company’s reliance on key personnel; operational risks; regulatory risks, including risks relating to the acquisition of the necessary licenses and permits; financing, capitalization and liquidity risks; title and environmental risks; and risks relating to the failure to receive all requisite shareholder and regulatory approvals. The forward-looking information contained in this release is made as of the date hereof, and the Company is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
The Canadian Securities Exchange has not reviewed, approved, or disapproved the contents of this press release.