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Fission 3.0 Corp. Announces Closing of Brokered Private Placement for Gross Proceeds of $8,000,000

IWA writer notes: 

“There’s really strong price forecasts being thrown out there, and we will likely see a pretty fast-moving market probably in the next coming months.  In terms of how investors can get exposure to the market, IWA continues to prefer companies like Fission 3.0 Corp that have their own catalysts and are moving forward regardless of market activity. Fission 3 has one of the strongest, most experienced teams in the sector.  And now they have cash. ” 

Kelowna, British Columbia–(Newsfile Corp. – September 29, 2021) – Fission 3.0 Corp. (the “Company”) is pleased to announce that it has closed its previously announced fully marketed private placement (the “Offering”) for gross proceeds of C$8,000,026, from the sale of the following:

  • 24,690,038 units of the Company (each, a “Unit”) at a price of C$0.13 per Unit for gross proceeds of C$3,209,705 from the sale of Units;
  • 20,113,619 flow-through units of the Company (each, a “FT Unit”) at a price of C$0.145 per FT Unit for gross proceeds of C$2,916,475 from the sale of FT Units; and
  • 10,769,232 FT Units to be sold to charitable buyers (each, a “Charity FT Unit” and together with the Units and FT Units, the “Offered Units”) at a price of C$0.174 for gross proceeds of C$1,873,846 from the sale of Charity FT Units.

Each Unit issued pursuant to the Offering is comprised of one common share of the Company (each, a “Unit Share”) and one half of one common share purchase warrant (each whole warrant, a “Warrant”). Each FT Unit and Charity FT Unit is comprised of one common share of the Company to be issued as a “flow-through share” within the meaning of the Income Tax Act (Canada) (each, a “FT Share”) and one half of one Warrant. Each whole Warrant entitles the holder to purchase one common share of the Company (each, a “Warrant Share”) at a price of C$0.20 at any time on or before September 29, 2023.

Red Cloud Securities Inc. (the “Agent”) acted as sole agent and bookrunner under the Offering. In connection with the Offering, the Company paid the Agent an aggregate cash commission of approximately C$450,850, equal to six per cent (6.0%) of the gross proceeds raised under the Offering (except for a reduced commission paid to the Agents in connection with those purchasers listed on the president’s list (the “President’s List”), to which a reduced commission of three percent (3.0%) was paid. The Company also issued to the Agent 3,106,853 broker warrants (the “Broker Warrants”), equal to six percent (6.0%) percent of the Offered Units sold pursuant to the Offering (and three percent (3.0%) in the case of those Offered Units sold to purchasers on the President’s List). Each Broker Warrant entitles the holder thereof to purchase one common share in the capital of the Company at a price of C$0.13 at any time on or before September 29, 2023.

The Company intends to use the proceeds raised from the Offering for future exploration work on the Company’s projects, corporate development and general corporate and working capital purposes. The gross proceeds from the issuance of the FT Shares will be used for “Canadian Exploration Expenses” (within the meaning of the Income Tax Act (Canada)) (the “Qualifying Expenditures”), which will be renounced with an effective date no later than December 31, 2021, to the purchasers of the FT Units and Charity FT Units in an aggregate amount not less than the gross proceeds raised from the issue of the FT Shares. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each subscriber of FT Units and Charity FT Units for any additional taxes payable by such subscriber as a result of the Company’s failure to renounce the Qualifying Expenditures.

The Unit Shares, FT Shares, Warrants and Warrant Shares sold pursuant to the Offering are subject to a four month hold period, which will expire on January 30, 2022.

About Fission 3.0 Corp.

Fission 3.0 Corp. is a Canadian based resource company specializing in the strategic acquisition, exploration and development of uranium properties and is headquartered in Kelowna, British Columbia. Common shares are listed on the TSX Venture Exchange (the “TSXV”) under the symbol “FUU”.

IWA is a shareholder of Fission 3.0 Corp

Statements which are not purely historical are forward-looking statements, including any statements regarding beliefs, plans, expectations, or intentions regarding the future. 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 uncertainties include, but are not limited to, economic, competitive, governmental, environmental, and technological factors that may affect the Company’s operations, markets, products, and prices. Readers should refer to the risk disclosures outlined in the Company’s Management Discussion and Analysis of its audited financial statements filed with the British Columbia Securities Commission.


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