February 6, 2015 – Equitas Resources Corp. (TSXv: EQT) (FSE: T6U1) (“Equitas” or the “Company”) announces, subject to TSX Venture Exchange (“Exchange”) acceptance,a non-brokered private placement of 5,257,240 units (“Units”) at a price of $0.05 per Unit for gross proceeds of $262,862. Each Unit will consist of one common share and one Warrant. Each Warrant is exercisable into one common share of the Company for a period of 24 months from closing at a price of $0.10 per common share.
All the securities issuable will be subject to a four-month hold period from the date of closing. The private placement is subject to the approval of the TSX Venture Exchange.
The proceeds of the private placement will be used to advance the Company’s exploration activities at the Garland Property in Labrador, Canada, and for general working capital.
In addition, subject to Exchange acceptance, the Company has entered into a debt settlement agreement dated January 30, 2015 (the “Debt Settlement Agreement”) with Ridge Resources Ltd (“Ridge”) a company controlled by Kyler Hardy, President and Director of the Company.
Ridge entered into an Assignment of Debt Agreement dated January 29, 2015 with Zimtu Capital Corp. a related Company, whereby Ridge purchased $100,000 of the existing debt for $50,000. The Company wishes to extinguish the assigned debt by the issuance of 1,000,000 common shares at a deemed value of $0.05 per common share, based on amount paid by Ridge to acquire the debt, rather than the principle amount of the debt. The shares will be subject to a four month hold period.
The Company determined it was best to satisfy its outstanding debt by the issuance of shares so to preserve its cash for operations and exploration activities.
The Company is relying on exemptions from the prospectus requirements found in section 2.14 of National Instrument 45-106 and applicable securities laws to issue the shares to Zimtu. The common shares issued to Ridge will be subject to a four month hold period.
On Behalf of the Board of Directors,
EQUITAS RESOURCES CORP.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
It is important to note that actual outcomes and the Company’s actual results could differ materially from those in such forward-looking statements. Risks and uncertaintiesinclude economic, competitive, governmental, environmental and technological factors that may affect the Company’s operations, markets, products and prices. Factors that could cause actual results to differ materially may include misinterpretation of data; that we may not be able to get equipment or labour as we need it; that we may not be able to raise sufficient funds to complete our intended exploration and development; that our applications to drill may be denied; that weather, logistical problems or hazards may prevent us from exploration; that equipment may not work as well as expected; that analysis of data may not be possible accurately and at depth; that results which we or others have found in any particular location are not necessarily indicative of larger areas of our properties; that we may not complete environmental programs in a timely manner or at all; that market prices for nickel may not justify commercial production costs; and that despite encouraging data there may be no commercially exploitable mineralization on our properties.
Readers should refer to the risk disclosures outlined in the Company’s Management Discussion & Analysis of its audited financial statements filed with the British Columbia Securities Commission.