Cogitore Resources Inc. ("Cogitore") (TSX VENTURE:WOO) is pleased to announce that is has closed its non-brokered private placement (the "Offering") by issuing 5,074,657 "flow-through" common shares at a price of $0.17 per share for aggregate gross proceeds to Cogitore of $862,691.70. Each "flow-through" common share will qualify as a "flow-through share" for the purposes of the Income Tax Act (Canada). All "flow-through" common shares issued pursuant to the Offering are subject to a four-month hold period.
In connection with the Offering, Cogitore paid cash commissions/finders' fees equal to 6% of certain gross proceeds of the Offering for a total of $41,129.34.
Including the issuance of shares detailed in this news release, there will be 69,355,545 common shares of Cogitore issued and outstanding. The Offering remains subject to final acceptance by the TSX Venture Exchange.
A number of insiders participated in the Offering, thereby making the Offering a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). The Offering was exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any common shares issued to or the consideration paid by such persons exceeded 25% of Cogitore's market capitalization.
The proceeds of the Offering will be used to fund Cogitore's ongoing exploration program. Cogitore has developed a strategic focus on base metal exploration in prospective areas that also feature infrastructure favourable for mining development. Accordingly, it will focus its work in the Abitibi Belt of Quebec and Ontario.
Work is carried out by the personnel of Cogitore, under the supervision of Gérald Riverin, PhD, P.Geo. Mr. Riverin is a qualified person (as defined by National Instrument 43-101) and has more than 30 years of experience in exploration.
For more information please contact:
President & CEO
Telephone: 819-764-6666 or
Telephone: 416-924-9893, ext. #1