Vancouver, British Columbia--(Newsfile Corp. - March 31, 2025) - Indigo Exploration Inc. (TSXV: IXI) (OTCQB: IXIXF) (FSE: INE) (the "Company"), announces that it has closed its over-subscribed non-brokered private placement (the "Offering") previously announced on January 30, 2025, and extended March 13, 2025. The Company issued 22,090,737 Units (the "Units") at a price of $0.06/Unit for gross proceeds of $1,325,444.22. The Company paid a total of $88,434.10 in finder's fees and 1,473,902 non-transferable broker warrants at an exercise price of $0.10.
Each Unit comprises one common share in the capital of the Company ("Share") and one transferable Share purchase warrant of the Company ("Warrant"), whereby each Warrant entitles the holder thereof to purchase one additional Share ("Warrant Share") at an exercise price of $0.10 at any time before 5:00 p.m. (Vancouver time) on March 31, 2027, being the second anniversary of the date of issuance.
The Company expects to use the proceeds of the private placement to carry out exploration work on the Company's Hot Property, a uranium project located in the past producing Shirley Basin of Wyoming, and for general working capital purposes.
Mr. Bradley Parkes, a director of the Company (the "Insider") participated in the Offering, purchasing 200,000 Units for gross proceeds of $12,000. Participation by the Insider in the Offering is considered "related party transactions" pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is exempt from the requirements to obtain a formal valuation and minority shareholder approval in connection with the Insider's participation in the Offering, in reliance of sections 5.5(a) and 5.7(a) of MI 61-101, respectively, on the basis that participation in the Offering by the Insider did not exceed 25% of the fair market value of the Company's market capitalization. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the Offering, which the Company deems reasonable in the circumstances as the details of the participation by insider of the Company were not settled until shortly prior to closing of the Offering and the Company wished to complete the Offering in an expeditious manner.
All securities issued under the Offering are subject to a hold period expiring August 1, 2025, in accordance with applicable securities laws and the policies of the TSX Venture Exchange. The Offering remains subject to final approval of the TSX Venture Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.
The Company also announces that, pursuant to the Company's 10% rolling stock option plan and in compliance with the policies of the TSX Venture Exchange, it has repriced 200,000 incentive stock options to certain consultants of the Company from $0.165 per share to $0.07 per share. In addition, the Company granted incentive stock options to certain directors and officers of the Company to purchase up to an aggregate of 1,300,000 common shares of the Company. These options are exercisable for a period of five years at a price of $0.07 per share.
On Behalf of the Board of Directors,
Paul Cowley
President and CEO
For further information, please contact Paul Cowley: (604) 340-7711 Website: indigoexploration.com
This news release includes certain forward-looking statements as well as management's objectives, strategies, beliefs and intentions. Forward-looking statements are frequently identified by such words as "may", "will", "plan", "expect", "anticipate", "estimate", "intend" and similar words referring to future events and results. Forward-looking statements are based on the current opinions and expectations of management. All forward-looking information relating to the mineral exploration business is inherently uncertain and subject to a variety of assumptions, risks and uncertainties, including the speculative nature of mineral exploration and development, fluctuating commodity prices, competitive risks and the availability of financing, as described in more detail in our recent securities filings available www.sedarplus.ca. Actual events or results may differ materially from those projected in the forward-looking statements and we caution against placing undue reliance thereon. We assume no obligation to revise or update these forward-looking statements except as required by applicable law.
Neither the TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this release.
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