Fjordland Closes Final Tranche of Financing
? Fjordland Exploration Inc. (TSX-V: FEX) (the ?Company? or ?Fjordland?) reports that the
second tranche of the non-brokered private placement announced on July 5, 2011
has closed for gross proceeds of $620,300. The Company has issued
3,446,109 non flow-through units (the ?Units?) with
each Unit consisting of one common share and one share purchase warrant.
Each share purchase warrant entitles the holder to purchase one common share at
a price of $0.23 until September 12, 2012. The Company paid finders fees totaling $5,130 in connection with this final
portion of the financing.
The securities issued under
this second tranche are subject to a four month hold period and may not be
traded until January 13, 2012.
In connection with the first
tranche of the financing, the Company determined through taxation advisors that
it would be unable to issue T101s or renounce expenditures in respect of the
flow-through portion of the placement, as the shares were likely to be
considered to be ?prescribed shares? under federal tax
laws due to the fact that at the time of their issuance there was an existing
agreement relating to the contemplated spin-out transaction announced on June
24, 2011. Participants were offered a refund of $0.05 per unit in settlement of
the inability to renounce, giving the effect of moving the subscriber to a non flow-through unit. As a result, we report that
under the first tranche the Company issued 1,896,456 Units for gross proceeds
of $341,362. The warrant terms remain the same as previously announced.
Early Warning Report
Richard C. Atkinson, a director of the Company, acquired an aggregate
1,550,000 Units at a price of $0.18 per Unit for gross proceeds of $279,000 in
the closing of the second tranche, being 2.01% of the issued capital. The
Units were acquired as follows: Richard C. Atkinson as to 800,000 Units
of which 150,000 Units are held by Carol Atkinson; and Les Entreprises
de Richard Atkinson Ltee. (?LERA?)
as to 750,000 Units. LERA is a private
investment corporation, the shares of which are held by Mr. Atkinson and
members of his immediate family.
Prior to this
transaction Mr. Atkinson owned or controlled 9,215,423 common shares of Fjordland, directly and indirectly.
Mr. Atkinson owns
or controls an aggregate of 10,765,423 common shares of Fjordland,
representing 13.98% of the issued and outstanding common shares of Fjordland, and warrants to acquire 1,550,000 common shares
of Fjordland and options to acquire a further 925,000
common shares of Fjordland, representing
approximately 16.65% of the issued and outstanding shares of Fjordland, on a partially diluted basis assuming the
exercise of the convertible securities held or controlled by Mr. Atkinson only.
Mr. Atkinson acquired these securities for investment purposes, thus
depending on the economic or market conditions or matters relating to Fjordland, Mr. Atkinson may choose to either acquire
additional securities or dispose of securities of Fjordland.
The Company has not provided legal counsel to Mr. Atkinson in regards to these
transactions.