Decade Resources Ltd. Announces Closing of Non-Brokered Private Placement

By Decade Resources

December 03, 2013

Further to the Company’s earlier news release dated November 4, 2013, the Company is pleased to announce it has received TSX Venture Exchange approval for and closed a private placement of 28,000,000 common shares, at a price of $0.05 per common share, to raise proceeds of $1,400,000 and 3,727,268 flow-through units, at a price of $0.055 per flow-through unit, to raise proceeds of $204,999.75. Each unit consists of one flow-through common share and one-half of one share purchase warrant, each full warrant entitling the holder to purchase one additional common share, at $0.10 per share, until December 2, 2015. If the trading price of the Company’s shares on the TSX Venture Exchange for 20 consecutive trading days exceeds $0.30 per share during the exercise period, the expiry time of the warrants shall be accelerated such that the expiry time will be 30 calendar days from the date of express written notice is sent by the Company to the holder by way of registered mail, provided the Company may not provide such notice until four months and a day after the date of issuance of the units.

Edward Kruchkowski and Randolph Kasum participated in the common share private placement by subscribing for an aggregate of 4,250,000 common shares for aggregate proceeds of $212,500. The participation by such directors is considered a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). The transaction is exempt from the formal valuation and minority shareholder approval requirements under MI 61-101 as neither the fair market value of the common shares issued to, nor the consideration paid by, the related parties exceeded 25% of the Company’s market capitalization.

No finder’s fee or commission were paid in connection with the private placement.

All of the shares and warrants, and any shares issued upon exercise of the warrants comprising the flow- through units, are subject to a hold period and may not be traded in Canada until April 3, 2014, except as permitted by applicable Canadian securities laws and the TSX Venture


“Randolph Kasum”              
Randolph Kasum,

Neither the 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. This news release may contain forward-looking statements. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.