Brunswick Exploration Inc. (TSX-V:BRW) is pleased to announce the closing of its previously announced “bought deal” private placement for gross proceeds of C$7,500,000.50, which includes the full exercise of the over-allotment option of C$1.5 million. Due to significant demand, the Offering was upsized from its original gross proceeds of C$5.0 million to C$6.0 million. The Offering was conducted through a syndicate of underwriters that included Red Cloud Securities Inc., as lead underwriter and sole bookrunner, and Canaccord Genuity Corp.

Under the Offering, the Company sold 8,823,530 units of the Company at a price of C$0.85 per Unit. Each Unit consists of one common share of the Company and one half of one common share purchase warrant. Each Warrant shall entitle the holder to purchase one Common Share at a price of C$1.25 at any time on or before March 9, 2026.

The Company intends to use the net proceeds raised from the Offering for exploration of the Company’s projects in Quebec, Ontario, Saskatchewan and Manitoba and for general working capital and corporate purposes.

5,882,353 Units sold under the Offering were sold to purchasers pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions. The Common Shares and Warrants underlying the LIFE Units are freely tradeable and are not subject to a hold period pursuant to applicable Canadian securities laws.

The remaining 2,941,177 Units sold under the Offering were offered by way of the “accredited investor” and “minimum amount investment” exemptions under NI 45-106 in the provinces of Canada as well as to purchasers in offshore jurisdictions and in the United States on a private placement basis pursuant to one or more exemptions from the registration requirements of the United States Securities Act of 1933, as amended. The Common Shares and Warrants underlying Non-LIFE Units are subject to a restricted period in Canada ending on July 10, 2023.

In consideration of their services in connection with the Offering, the Underwriters received cash commissions in an aggregate amount equal to 6% of the gross proceeds raised under the Offering and 264,705 non-transferable broker warrants. Each Broker Warrant shall entitle the holder to purchase one Common Share at a price of C$0.85 at any time on or before March 9, 2026.

BRW expects to close its concurrent C$2.0 million non-brokered private placement  on or around March 24, 2023. Closing of the Non-Brokered Offering is subject to certain conditions including, but not limited to, receipt of all necessary approvals including the approval of the TSX Venture Exchange. Total gross proceeds from the Offerings are expected to be C$9,500,000.50.

The securities described herein have not been, and will not be, registered under the United States Securities Act, or any state securities laws, and accordingly may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.

About Brunswick Exploration

The Company is a Montreal-based mineral exploration venture listed on the TSX-V. The Company is focused on grassroot exploration for metals necessary to decarbonization and energy transition with a particular focus on lithium. The Company is rapidly advancing the most extensive grassroots lithium project portfolio in North America with holdings in Quebec, Ontario, Saskatchewan, Manitoba and Atlantic Canada.