Argyle Announces Private Placement Offerings

Rhea-AI Summary

Argyle Resources Corp (CSE: ARGL, OTCQB: ARLYF) announces two non-brokered private placement offerings. The first is a flow-through (FT) private placement of units at $0.54 per unit, aiming to raise up to $1,000,000. Each FT unit includes one share and one warrant exercisable at $0.65 for 24 months. The second is a concurrent private placement at the same price per unit, targeting up to $300,000 in proceeds.

Both offerings are expected to close around December 20th, 2024, subject to regulatory approvals. Securities will have a four-month hold period. The FT shares qualify as flow-through shares under the Income Tax Act (Canada), with proceeds intended for Canadian exploration expenses. The company plans to use the funds to advance its exploration activities.

Positive

• Raising up to $1.3 million in total financing
• Flow-through tax benefits for investors in FT shares
• 24-month warrant coverage provides additional upside potential

Negative

• Potential dilution for existing shareholders
• Warrants priced at $0.65 represent only 20.4% premium to unit price

Calgary, Alberta--(Newsfile Corp. - December 12, 2024) - Argyle Resources Corp. (CSE: ARGL) (OTCQB: ARLYF) (FSE: ME0) ("Argyle" or the "Company") is pleased to announce that it intends to complete a non-brokered private placement financing (the "FT Private Placement") of units of the Company ("FT Units") at a price of $0.54 per FT Unit for aggregate gross proceeds of up to $1,000,000. Each FT Unit shall consist of one common share in the authorized share structure of the Company ("FT Share") and one common share purchase warrant ("FT Warrant"), with each FT Warrant entitling the holder thereof to purchase a common share at an exercise price of $0.65 for a period of 24 months from the date of issuance.

The FT Shares are intended to qualify as "flow through shares" within the meaning of the Income Tax Act (Canada) (the "Tax Act"). 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 purchasers of the FT Shares.

The Company is also pleased to announce that it intends to complete a non-brokered private placement financing (the "Concurrent Private Placement") of units of the Company ("Concurrent Private Placement Units") at a price of $0.54 per Concurrent Private Placement Unit for aggregate gross proceeds of up to $300,000. Each Concurrent Private Placement Unit shall consist of one common share in the authorized share structure of the Company (a "Common Share") and one common share purchase warrant ("Concurrent Private Placement Warrant"), with each Concurrent Private Placement Warrant entitling the holder thereof to purchase a Common Share at an exercise price of $0.65 for a period of 24 months from the date of issuance.

Closing of the FT Private Placement and the Concurrent Private Placement is anticipated to occur in one or more tranches, and by on or about December 20^th, 2024 (the "Closing Date"). Closing is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals. All securities to be issued under the FT Private Placement and the Concurrent Private Placement will be subject to a statutory hold period of four months and one day from the Closing Date.

The proceeds from the FT Private Placement and the Concurrent Private Placement will be used to advance the Company's exploration activities to enhance shareholder value.

The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws, and may not be offered or sold in the United States absent registration or available exemptions from such registration requirements. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States, or in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Argyle Resources Corp.

Argyle Resources Corp. is a junior mineral exploration company engaged in the business of acquiring, exploring, staking and evaluating natural resource properties in North America. The Company currently holds an option to acquire up to 100% of the Frenchvale Graphite Property located in Nova Scotia, Canada and owns 100% interest in the Pilgrim Islands, Matapedia and Lac Comporte quartzite silica projects in Quebec, Canada. Argyle is engaged in a research partnership with the INRS, a high-level research and training institute funded by the Quebec government to conduct exploration programs on the Company's silica projects. The Company was incorporated in 2023 and its head office is located in Calgary, Alberta, Canada.

For all other inquiries:
Email: info@argylresourcescorp.com
Phone: (825) 724-0033
Website: www.argyleresourcescorp.com

Forward-Looking Statements

This news release contains forward-looking statements and other statements that are not historical facts. Forward-looking statements are often identified by terms such as "will", "may", "should", "anticipate", "expects" and similar expressions. All statements other than statements of historical fact, included in this news release are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include but are not limited to the Company's ability to complete either or both of the FT Private Placement and the Concurrent Private Placement as contemplated or at all and the risks detailed from time to time in the filings made by the Company with securities regulators. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company.

Factors that could cause actual results to vary from forward-looking statements or may affect the operations, performance, development and results of the Company's business include, among other things, the Company's inability to complete either or both of the FT Private Placement as contemplated or at all; that mineral exploration is inherently uncertain and may be unsuccessful in achieving the desired results; that mineral exploration plans may change and be re-defined based on a number of factors, many of which are outside of the Company's control; the Company's ability to access sources of debt and equity capital; competitive factors, pricing pressures and supply and demand in the Company's industry. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will update or revise publicly any of the included forward-looking statements as expressly required by applicable law.

The Canadian Securities Exchange (CSE) has not reviewed, approved, or disapproved the contents of this press release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/233638

FAQ

How much is Argyle Resources (ARLYF) raising in their December 2024 private placement?

Argyle Resources is raising up to $1.3 million total, consisting of a $1 million flow-through private placement and a $300,000 concurrent private placement.

What is the price per unit for Argyle's (ARLYF) December 2024 private placements?

Both private placements are priced at $0.54 per unit, with each unit including one share and one warrant exercisable at $0.65.

What are the warrant terms in Argyle's (ARLYF) December 2024 private placements?

The warrants have an exercise price of $0.65 and are valid for 24 months from the date of issuance.

When will Argyle Resources (ARLYF) close its December 2024 private placements?

The private placements are expected to close on or about December 20th, 2024, in one or more tranches.

How will Argyle Resources (ARLYF) use the proceeds from the December 2024 private placements?

The proceeds will be used to advance the company's exploration activities, with the flow-through portion specifically allocated to Canadian exploration expenses.