Red Pine Announces Upsize of Previously Announced Private Placement to C$6.8 Million

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TORONTO, March 31, 2023 (GLOBE NEWSWIRE) -- Red Pine Exploration Inc. (TSXV: RPX, OTCQB: RDEXF) ("Red Pine" or the "Company") is pleased to announce that it has entered into an amendment agreement with Haywood Securities Inc. (“Haywood”), as co-lead agent and sole bookrunner, on behalf of 3L Capital Inc. (“3L Capital” and together with Haywood, the “Co-Lead Agents”), as co-lead agent, and a syndicate of agents (together with the Co-Lead Agents, the “Agents”) in connection with a private placement on a “best efforts” agency basis, to increase the size of the previously announced private placement to gross proceeds of up to $6,800,000 (the “Upsized Offering”).

The Upsized Offering will consist of any combination of (i) units of the Company (the “Units”) at a price of $0.20 per Unit (the “Issue Price”); (ii) tranche 1 flow-through units of the Company (the "Tranche 1 FT Units") at a price of $0.235 per Tranche 1 FT Unit (the “Tranche 1 FT Issue Price”); and (iii) tranche 2 flow-through units of the Company (the "Tranche 2 FT Units" and together with the Units and Tranche 1 FT Units, the “Offered Securities”) at a price of $0.285 per Tranche 2 FT Unit (the “Tranche 2 FT Issue Price”).

Each Unit will consist of one common share in the capital of the Company (a “Common Share”) and one-half of one common share purchase warrant of the Company (each whole purchase warrant, a “Warrant”). Each Tranche 1 FT Unit will consist of one Common Share which will qualify as a “flow-through share” within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the “Tax Act”) and one-half of one Warrant. Each Tranche 2 FT Unit will consist of one Common Share which will qualify as a “flow-through share” within the meaning of subsection 66(15) of the Tax Act and one-half of one Warrant. Each Warrant will entitle the holder to acquire one Common Share (a “Warrant Share”) at a price per Warrant Share of $0.250 for a period of 12 months from the closing date of the Upsized Offering.

The Company has granted Haywood an option, exercisable, in whole or in part, by Haywood giving notice to the Company at any time up to 48 hours prior to the closing date of the Upsized Offering, to sell up to an additional $945,000 in any combination of (i) Units at the Issue Price, (ii) Tranche 1 FT Units at the Tranche 1 FT Issue Price, and (iii) Tranche 2 FT Units at the Tranche 2 FT Issue Price.