Sniper Resources Announces Partial Revocation Orders and Proposed Private Placement
Toronto, February 13, 2019 - Sniper Resources Ltd. (the "Company") is pleased to announce that it intends to complete a non-brokered private placement of up to 145,000,000 common shares in the capital of the Company ("Common Shares") at a price of $0.001 per Common Share, for aggregate gross proceeds of up to $145,000 (the "Offering"). The Offering is proposed to be completed pursuant to two partial revocation orders issued by the British Columbia Securities Commission ("BCSC") and the Ontario Securities Commission ("OSC"), on January 28, 2019.
The partial revocation order issued by the BCSC (the "BC Partial Revocation Order") partially revoked a cease trade order that was issued by the Executive Director of the BCSC against the Company on February 5, 2016 (the "BC CTO"), while the partial revocation order issued by the OSC (the "OSC Partial Revocation Order", and together with the BC Partial Revocation Order, the "Partial Revocation Orders") partially revoked a cease trade order that was issued by the Director of the OSC against the Company on February 11, 2016 (the "OSC CTO", and together with the BC CTO, the "Cease Trade Orders"). The Cease Trade Orders were issued against the Company as a result of the Company failing to file certain outstanding continuous disclosure documents in a timely manner. The OSC Partial Revocation Order will terminate on the earlier of: (i) the completion of the Offering, and (ii) March 29, 2019, being 60 days from the date on which the OSC Partial Revocation Order was issued.
The proceeds of the Offering will be applied towards the payment of outstanding fees owed to the Company's auditors and consultants, filing fees, accounting and bookkeeping fees, professional fees and general working capital. Completion of the Offering will allow the Company to prepare and file all outstanding continuous disclosure documents with the applicable regulatory authorities. Once those filings have been completed, the Company expects to apply for a full revocation of the BC CTO and the OSC CTO.
Each potential investor in the Offering will receive a copy of the Cease Trade Orders and the Partial Revocation Orders, and will be required to provide an acknowledgement to the Company that all of the Company's securities, including the Common Shares issued in connection with the Offering, will remain subject to the Cease Trade Orders until the Cease Trade Orders are fully revoked, and that the granting of the Partial Revocation Orders does not guarantee the issuance of full revocation orders in the future. In accordance with applicable securities legislation, all Common Shares issued pursuant to the Offering will be subject to a hold period of four months and a day from the closing date of the Offering. Further, Common Shares issued pursuant to the Offering may not be transferred until full revocation of the Cease Trade Orders, of which there is no guarantee.
About Sniper Resources Ltd.
Sniper Resources Ltd. is a mineral exploration company with minimal current activities or operations and is not currently listed on a stock exchange.
For additional information on Sniper Resources Ltd.:
Michael Lerner
CEO, CFO & Director
T: 416 710-4906
E: mlerner10@gmail.com
This press release may contain forward-looking statements including, but not limited to, comments regarding the timing and content of the Offering as well as the issuance, and if issued, the timing and content of, an order for the full revocation of the Cease Trade Orders. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statement.
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