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Diamond Fields Announces Closing of Equity Financing and Issuance of Shares in Settlement of Debt

Vancouver, British Columbia--(Newsfile Corp. - May 29, 2018) - Diamond Fields Resources Inc. ...

articleDfr Gold IncMay 29, 20185/company/diamond-fields-resources-inc/news/diamond-fields-announces-closing-of-equity-financing-and-issuance-of-shares-in-settlement-of-debt
Diamond Fields Announces Closing of Equity Financing and Issuance of Shares in Settlement of Debt

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[{"type":"text","content":"Diamond Fields Announces Closing of Equity Financing and Issuance of Shares in Settlement of DebtVancouver, British Columbia--(Newsfile Corp. - May 29, 2018) - Diamond Fields Resources Inc. (TSXV: DFR) (the \"Company\") is pleased to announce that it has closed the private placement previously announced on May 9, 2018 (\"the Financing\").On May 24, 2018 the TSX Venture Exchange (\"TSX-V\") accepted the Company's private placement of 6,472,496 common shares (the \"Financing Shares\") at a price of C$0.125 per share for gross proceeds of C$809,062. In addition, on May 25, 2018 the TSX-V approved the issuance of 14,078,170 common shares (the \"Debt Shares\") at a deemed price of C$0.125 per share to settle a total of C$1,759,771 in outstanding debt owing to its major shareholder, Spirit Resources SARL (\"Spirit\"). Accordingly, on May 29, 2018 the Company issued a total of 20,550,666 common shares at C$0.125 per share, having an aggregate value of C$2,568,833. These shares are subject to a hold period under applicable Canadian securities laws expiring on September 30, 2018 and will be subject to such further restrictions on resale as may apply under applicable foreign securities laws. Proceeds raised in connection with the Financing will be used for the Company's Beravina Project and for general working capital purposes. Following completion of the Financing and the issuance of the Debt Shares, the Company has eliminated all of its long-term debt and has cash of approximately C$1,900,000.Sybrand van der Spuy, CEO, and Jean Lindberg Charles, CFO, participated in the Financing directly and Albert Gourley, Non-Executive Chairman, participated in the Financing indirectly through a wholly-owned corporation, by subscribing for an aggregate of 2,470,000 Financing Shares.The Financing, together with the debt settlement, was considered a related party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (\"MI 61-101\") as three insiders of the Company subscribed for Financing Shares and the Debt Shares were issued to Spirit, the Company's major shareholder. The issuance of the Financing Shares and Debt Shares were exempt from the formal valuation and minority shareholder approval requirements under MI 61-101 (pursuant to subsections 5.5(c) and 5.7(1)(b)) on the basis that each is...

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