Headwater Exploration Inc. (formerly Corridor Resources Inc.) Announces Closing of Financing and Appointment of Former Raging River Management Team

CALGARY, Alberta, March 04, 2020 (GLOBE NEWSWIRE) -- Headwater Exploration Inc. (formerly Corridor Resources Inc.) ("Headwater" or the "Company") (CDH: TSX) is pleased to announce that it has completed its previously announced financing transactions for aggregate gross proceeds of $50.0 million, the appointment of a new management team (the "New Management Team") and the reconstitution of the board of directors of the Company (the "Board").

Private Placements

The financing transactions consisted of: (i) a non-brokered private placement of units of the Company (the "Units") for gross proceeds of $20.0 million (the "Non-Brokered Private Placement"); and (ii) a brokered private placement of subscription receipts of the Company (the "Subscription Receipts") for gross proceeds of $30.0 million (the "Brokered Private Placement" and together with the Non-Brokered Private Placement, the "Private Placements").  

Pursuant to the Non-Brokered Private Placement, the New Management Team, together with additional subscribers identified by the New Management Team, purchased 21,739,130 Units at a price of $0.92 per unit for aggregate gross proceeds of $20.0 million.  Each Unit is comprised of one common share of the Company ("Common Share") and one warrant of the Company ("Warrant") entitling the holder to purchase one Common Share at a price of $0.92 per Common Share for a period of 4 years from the issuance date. The Warrants will vest and become exercisable in accordance with the terms set forth in the press release of the Company dated January 13, 2020. Pursuant to the rules of the Toronto Stock Exchange (the "TSX"), the Non-Brokered Private Placement required the approval of the shareholders of the Company and as such a special meeting (the "Meeting") of the shareholders of the Company was held today, where the Non-Brokered Private Placement was approved by shareholders holding over 99.5% of the Common Shares voted at the Meeting. 

Pursuant to the Brokered Private Placement, 32,608,696 Subscription Receipts were sold at a price of $0.92 per Subscription Receipt for aggregate gross proceeds of $30.0 million through a syndicate of dealers co-led by Stifel FirstEnergy and National Bank Financial Inc. and including Peters & Co. Limited. The sale of the Subscription Receipts was completed on February 11, 2020. As a result of completion of the Unit Private Placement, appointment of the New Management Team and reconstitution of the Board, the net proceeds of the Brokered Private Placement have been released to the Company and each holder of Subscription Receipts received, without payment of any additional consideration or further action on the part of such holder, one Common Share for each Subscription Receipt held.