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Ascendant Resources Announces Closing of Non-Brokered Private Placement

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Ascendant Resources Announces Closing of Non-Brokered Private Placement






Ascendant Resources Inc. (TSX: ASND) is pleased to announce that it has completed its previously disclosed non-brokered private placement for gross proceeds of C$1.26 million. The Company issued a total of 12.6 million units of the Company at a price of C$0.10 per Unit. Each Unit consists of one common share of the Company and one-half of one Common Share purchase warrant. Each Warrant entitles the holder thereof to acquire one Common Share at a price of C$0.15 per share for a 24-month period following the closing date of the Offering.


The Company intends to use the proceeds from the Offering for the Company’s exploration program in the South Zone at its Lagoa Salgada project as well as for working capital and general corporate purposes.


The current exploration program, consisting of 2,700m of drilling and downhole IP surveys, will be completed in two phases. The first phase of the program consists of 1,200m of drilling with downhole IP surveys. The main objective of the proposed program is to significantly increase and upgrade tonnage at the copper-rich South Zone. The program aims to build upon the existing 2.47Mt of Measured and Indicated Resource and 6.09Mt of Inferred Resource delineated in the South Zone as highlighted in the Company’s Technical Report and PEA for the Lagoa Salgada Property, Setúbal District, Portugal, with an effective date of December 19, 2019 and prepared in accordance with Canadian National Instrument 43-101 “Standards of Disclosure for Mineral Projects”.


As previously described, the South Zone remains open in all directions according to geological data collected during the Company’s previous exploration activities. Indications are that the mineralization is open and expanding southward where the Company’s first drill targets in this program are situated.


Please see our press release of September 17, 2020 for further detail.


The securities issued under the Offering are subject to a four-month hold period under applicable securities laws in Canada expiring on February 5, 2021.


Approximately 10% of the Offering was taken up by insiders of the Company (within the meaning of applicable securities laws). Accordingly, such participation is considered a “related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. In connection with such participation, the Company relies upon exemptions from the formal valuation and majority of the minority shareholder approval set out in MI 61-101 since, at the time the transaction was agreed to: (i) neither the fair market value of the securities to be distributed in the Offering nor the consideration to be received for those securities, insofar as the transactions involves interested parties, would exceed 25% of the Company’s market capitalization; (ii) neither the fair market value of the securities to be distributed in the Offering nor the consideration to be received for those securities, insofar as the transactions involves interested parties, would exceed C$2,500,000; and (iii) the Company has one or more independent directors and, at least two thirds of said independent directors approved the transaction, as required pursuant to sections 5.5 and 5.7 of MI 61-101.


This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.


About Ascendant Resources Inc.


Ascendant is a Toronto-based mining company focused on the exploration and development of the highly prospective Lagoa Salgada VMS project located on the prolific Iberian Pyrite Belt in Portugal. Through focused exploration and aggressive development plans, the Company aims to unlock the inherent potential of the project, maximizing value creation for shareholders.


Lagoa Salgada contains over 12.8 million tonnes of M&I Resources and 10.3 million tonnes in Inferred Resources and demonstrates typical mineralization characteristics of Iberian Pyrite Belt VMS deposits containing zinc, copper, lead, tin, silver and gold. Extensive exploration upside potential lies both near deposit and at prospective step-out targets across the large 10,700ha property concession. The project also demonstrates compelling economics with scalability for future resource growth in the results of the report titled, “Technical Report and PEA for the Lagoa Salgada Project Setúbal District, Portugal” dated February 27, 2020 with an effective date of December 19, 2019 (the “Preliminary Economic Assessment”). Located just 80km from Lisbon, Lagoa Salgada is easily accessible by road and surrounded by exceptional Infrastructure. Ascendant holds a 21.25% interest in the Lagoa Salgada project through its 25% position in Redcorp – Empreendimentos Mineiros, Lda, (“Redcorp”) and has an earn-in opportunity to increase its interest in the project to 80%. Mineral & Financial Investments Limited owns the additional 75% of Redcorp. The remaining 15% of the project is held by Empresa de Desenvolvimento Mineiro, S.A., a Portuguese Government owned company supporting the strategic development of the country’s mining sector. The Company’s interest in the Lagoa Salgada project offers a low-cost entry to a potentially significant exploration and development opportunity, already demonstrating its mineable scale.


Ascendant is also engaged in the ongoing evaluation of producing and development stage mineral resource opportunities.


Technical Disclosure/Qualified Person


All technical information contained herein has been reviewed and approved by Robert A. Campbell, M.Sc, P.Geo, an officer and director of the Company. Mr. Campbell is a “qualified person” within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects.


Posted October 6, 2020

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