WOLVERINE MINERALS CORP. - (the "Company") announces today, that further to its news release of January 19, 2017, it has closed a non-brokered private placement financing (the "Financing") of 1,500,000 units (each, a "Unit") at a price of $0.07 per Unit for gross proceeds of $105,000. Each Unit consists of one common share of the Company (each, a "Share") and one share purchase warrant (each, a "Warrant"). One Warrant entitles the holder thereof to purchase one additional Share of the Company at a price of $0.085 per Share for a period of three years from closing of the Financing. The proceeds of the Financing will be used for working capital.
All securities issued in connection with the Financing are subject to a statutory hold period expiring four months and one day after closing of the Financing. None of the securities issued in connection with the financing will be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), and none of them may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act. This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of the securities in any state where such offer, solicitation, or sale would be unlawful.
Pursuant to Part 3.1 of National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, on January 31, 2017, the Company's President and Chief Executive Officer, Thomas Doyle, acquired 421,429 Units in the Financing. Prior to the Financing, Mr. Doyle owned 9,385,250 Shares directly, 2,541,150 Shares indirectly through TAD Financial Corp. ("TAD"), 20,000 stock options, 2,800,000 Warrants directly and 335,000 Warrants indirectly through TAD (representing 46.4% of the issued and outstanding Shares on a partially diluted basis). Upon completion of the Financing, Mr. Doyle owned 9,806,679 Shares directly, 2,541,150 Shares indirectly through TAD, 20,000 stock options and 3,221,429 Warrants directly, 335,000 Warrants indirectly through TAD (representing 46.2% of the issued and outstanding Shares on a partially diluted basis). Mr. Doyle acquired the Shares for investment purposes. Depending on economy or market conditions or matters relating to the Company, Mr. Doyle may choose to either acquire or dispose of securities of the Company.
Thomas Doyle is considered to be a "related party" within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101") and the issuance was considered to be a "related party transaction" within the meaning of MI 61-101 but was exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in section 5.5(b) as the Company's shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in section 5.7(a) of MI 61-101 in that the fair market value of the consideration of the Shares issued to each related party did not exceed 25% of the Company's market capitalization.
WOLVERINE MINERALS CORP.
Per: "Thomas A. Doyle"
Thomas A. Doyle
President & CEO
For further information, please contact:
Thomas A. Doyle
Phone: (604) 689- 5722
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.