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CALGARY, AB / ACCESSWIRE / August 22, 2024 / Jade Leader Corp. (TSX.V:JADE) ("Jade Leader" or "the Company") is pleased to announce that it has closed the first tranche of its previously announced non-brokered private placement (the "Offering") consisting of 2,700,000 Units at a price of $0.05 per Unit to raise gross proceeds of $135,000. Each Unit consists of one common share and a half common share purchase warrant. Each full common share purchase warrant (a "Warrant") entitles the holder to purchase one half of an additional common share at a price of $0.10 per share until August 22, 2027.
The Warrants also include an acceleration clause, whereby following the date that is 6 months from closing, in the event the closing price of the Common Shares on the TSX Venture Exchange exceeds $0.25 or more for ten consecutive trading dates (the "Premium Trading Days") the term of the Warrants will be reduced to 30 days (the "Reduced Term"). The Reduced Term commences on the third business day after the tenth Premium Trading Day.
No finder's fees were issued in connection with the first tranche of the Offering. The common shares issued pursuant to this private placement are subject to a four month hold period.
The second and final tranche of the private placement is expected to close early in September and all securities issued in connection with this tranche of the Offering will be subject to a four month hold period from the date of closing. No finder's fees will be payable in connection with the second tranche of the Offering.
In connection with the Private Placement, current insiders purchased a total of 250,000 Units under the first tranche. The financing resulted in creating a new insider and Normand Goupil also purchased 1,500,000 Units or 2.2% of the issued and outstanding shares of Jade Leader for cash consideration of $75,000 under the first tranche and now owns, directly or indirectly or exercises control or direction over 7,000,000 Common Shares and 1,500,000 Warrants representing 10.4% of the issued and outstanding shares on a non-diluted basis (and representing 12.3% on a partly diluted basis, assuming the exercise of all Warrants held by Mr. Goupil). The participation of those individuals constitutes a "related party transaction" within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument MI 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") adopted in the Policy. The Company will rely on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 as the fair market value of the subject matter of the Private Placement will not exceed 25% of the market capitalization of the Company as calculated in accordance with MI 61-101.
Proceeds of the financing are to be used for working capital, general corporate purposes as well as additional Jade exploration and Jade marketing activities.
Planned Field Program
Based on its recent research leading to improved understanding of Jade formation and distribution on its Wyoming properties, the Company will conduct a new phase of test sampling program focused on its now well-established Sky Zone, as well as 3-4 additional existing targets with similar characteristics. The program will begin during the latter part of August targeting additional areas that appear to have similar Jade potential as our Sky zone (8.3 kilos of marketable Jade per tonne in test sampling on 0.005% of currently identified surface area, see NR's # 21-09, October 25, 2021 and NR# 24-01, January 4, 2024).
In addition, sampling of multiple primary hydrothermal Jade-bearing alteration styles is expected to provide samples with a wider range of color and textural variations to meet the current fashions and demand in the Jade market.
Qualified Person
Mr. Jean-Pierre Jutras, P.Geol., President of the Company, is the Company's Qualified Person as defined by National Instrument 43-101. Mr. Jutras and Jade Leader personnel have maintained full chain of custody of all sample materials which are the subject of this update throughout the extraction and testing process and has approved the technical disclosure contained in this news release.
About Jade and Jade Leader Corp.
Recent trade articles and mainstream publications suggest that the international Jade market is now larger than the better-known worldwide market for rough diamonds, without any participation in the space by publicly listed Companies prior to the formation of Jade Leader Corp.
Jade Leader, with a Board of Directors having over 120 years of combined experience as mineral exploration geologists with proven track records of discoveries, is led by JP. Jutras, B.Sc Hons geology, P.Geol., who is also an internationally recognized Jade carver with over 30 years of experience.
Jade Leader is leveraging this unique combination of mineral exploration expertise and Jade carving knowledge to advance a portfolio of 6 Jade exploration properties, all carrying nephrite Jade with various characteristics, in stable, mining-friendly jurisdictions in the USA.
On Behalf of the Board of Directors, "Jean-Pierre Jutras", President/Director
The TSX Venture Exchange has neither approved nor disapproved of the contents of this press release.
Except for the historical and present factual information contained herein, the matters set forth in this news release, including words such as "expects", "projects", "plans", "anticipates" and similar expressions, are forward-looking information that represents management of Jade Leader's internal projections, expectations or beliefs concerning, among other things, future operating results and various components thereof or the economic performance of Jade Leader. The projections, estimates and beliefs contained in such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause Jade Leader's actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, those described in Jade Leader's filings with the Canadian securities authorities. Accordingly, holders of Jade Leader shares and potential investors are cautioned that events or circumstances could cause results to differ materially from those predicted. Jade Leader disclaims any responsibility to update these forward-looking statements.
