/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES./
VANCOUVER, Jan. 29, 2019 /CNW/ - New Dimension Resources Ltd. (TSXV: NDR) (the "Company", "NDR", or "New Dimension") announces that, subject to regulatory approval, the Company has amended its previously announced non-brokered Private Placement of up to 21,818,182 common shares at a price of $0.055 per common share to include a one-half share purchase warrant for each share sold. Each whole share purchase warrant shall entitle the holder to acquire an additional common share at $0.125 per share for a period of 18 months from issue and at $0.25 thereafter until expiry. Each warrant expiring 3 years after issuance. The warrants will be further subject to accelerated expiry terms. Namely, the Company has the right to accelerate expiry of the warrants if the closing price of Company's shares equals or exceeds $0.25 per common share for 10 consecutive trading days during the first 18 months, or $0.50 per common share thereafter.
All securities issued under the Private Placements will be subject to a hold period of four months from the date of issuance of the securities.
The Company did not proceed with its previously announced flow-through private placement.
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.
On Behalf of the Board of New Dimension Resources Ltd.
Eric Roth, Ph.D., FAusIMM
President & CEO
About New Dimension Resources
New Dimension is engaged in the acquisition, exploration, and development of quality mineral resource properties throughout the Americas, with a focus on high-grade precious metals deposits. The Company's current focus is on the discovery through drilling of new high-grade gold-silver resources at its 100%-owned Las Calandrias, Los Cisnes and Sierra Blanca projects, all located in the highly prospective Deseado Massif of Santa Cruz Province, southern Argentina. The Company also holds an option to earn-in to a 100% interest in the Savant Lake gold project in Ontario, together with an active 29.56% JV interest (with Yamana Gold) in the Domain gold project in Manitoba.
Cautionary Notes and Forward-looking Statements
This news release contains forward-looking information within the meaning of applicable securities legislation. Forward-looking information is typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. Such statements include, without limitation, statements regarding the the anticipated use of proceeds of the Private Placement Financing, receipt of all necessary regulatory and third-party approvals required in connection with the acquisition and the Private Placement Financing, future results of operations, performance and achievements of New Dimension, including the timing, completion of and results from the drill programs described in this release. Although the Company believes that such statements are reasonable, it can give no assurances that such expectations will prove to be correct. All such forward-looking information is based on certain assumptions and analyses made by New Dimension in light of their experience and perception of historical trends, current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. This information, however, is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. Important factors that could cause actual results to differ from this forward-looking information include those described under the heading "Risks and Uncertainties" in New Dimension's most recently filed MD&A. New Dimension does not intend, and expressly disclaims any obligation to, update or revise the forward-looking information contained in this news release, except as required by law. Readers are cautioned not to place undue reliance on forward-looking information.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
SOURCE New Dimension Resources Ltd.
For further information: New Dimension Contacts: Eric Roth, Email: [email protected]; Karen Davies, +1 604-314-2662