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

By Decade Resources

September 29, 2014

Further to the Company’s earlier news releases dated September 12 and 19, 2014, the Company is pleased to announce it has received TSX Venture Exchange approval for and closed a private placement of 2,692,308 flow-through units, at a price of $0.13 per flow-through unit, to raise proceeds of $350,000. Each unit consists of one flow-through common share and one non-flow-through share purchase warrant, each warrant entitling the holder to purchase one additional common share, at $0.13 per share, until September 26, 2016.

Edward Kruchkowski and Randolph Kasum participated in the common share private placement by subscribing for an aggregate of 452,308 common shares for aggregate proceeds of $58,800. 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.

The Company did not file a material change report more than 21 days before the expected closing of the private placement as the details of the private placement and the participation by the related parties were not settled until shortly prior to closing and the Company wished to close the private placement on an expedited basis for sound business reasons.

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 January 27, 2015, except as permitted by applicable Canadian securities laws and the TSX Venture

The proceeds for the private placement will be expended on the Company’s Bow property located in the Stewart area of British Columbia.


“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.”