Richmond Minerals Inc. – New Drill Targets Identified in the Cyril Knight Zone at Ridley Lake Project, Swayze Greenstone Belt, Ontario, and Closing of Non-Brokered Private Placement

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Richmond Minerals Inc.
Richmond Minerals Inc.

TORONTO, March 20, 2024 (GLOBE NEWSWIRE) -- Richmond Minerals Inc. (TSX-V: RMD) (“Richmond” or the “Company”) is pleased to announce the closing of a non-brokered private placement of common shares at a price of $0.05 per share, for gross proceeds of up to $340,000 (the "Private Placement"). Two of the subscribers in the Private Placement are related parties of the Company.

The company is also pleased to provide an update for exploration work at the Company’s Ridley Lake Gold Project (the “Property”) located in the west central area of the Swayze Greenstone belt approximately 35 kilometres east of Newmont's Borden Gold Project.

Furthermore the company informs about the future holdings and strategy for the Austrian exploration projects.

Private Placement

The Company completed the Private Placement and issued a total of 6,800,000 common shares at a price of $0.05 per share. As a result of the Private Placement, KNP Group Inc., a company controlled by Phillip Chong, the CFO of the Company, has become a new insider of the Company. KNP Group Inc. acquired 4,000,000 common shares in the capital of the Company, representing approximately 11% of the issued and outstanding shares of the Company. Prior to the completion of the Private Placement neither Mr. Chong nor KNP Group Inc. held any common shares of the Company.

Share for Debt Transaction

The Company also completed a share for debt transaction with two related parties of the Company settling an aggregate debt of $52,725.35. The Company issued a total of 1,054,507 common shares to satisfy such debts at a deemed price per share of $0.05 (the "Share for Debt Transaction"). The creditors include Franz Kozich, the CEO and a director of the Company, and a company affiliated with Thomas Unterweissacher, a director of the Company, each of whom is a related party to the Company.

The Private Placement and the Share for Debt Transaction each constitute a “related party transaction” under Multilateral Instrument 61-101 - Protection of Minority Securityholders in Special Transactions (“MI 61-101”), in respect of the related parties participating in such transaction. However, each transaction is exempt from: (i) the valuation requirements of MI 61-101 by virtue of the exemption contained in Section 5.5(b) of MI 61-101, as the common shares of the Company are not listed on a market specified in MI 61-101, and (ii) from the minority shareholder approval requirements of MI 61-101, by virtue of the exemption contained in Section 5.7(1)(a) of MI 61-101, as the fair market value of the common shares to be issued in such transactions will not exceed 25% of the Company's market capitalization. The participation by related parties in the Private Placement and the Share for Debt Transaction has been approved by directors of the Company who are independent in respect of such transactions.