American Creek Resources Announces Closing of $160,000 Private Placement

Cardston, Alberta–(Newsfile Corp. – March 22, 2019) – American Creek Resources Ltd. (TSXV: AMK) (“the Corporation”) is pleased to announce that it has closed the previously announced non-brokered private placement.

A total of 3,200,000 Units were sold at a price of $0.05 per Unit for total gross proceeds of $160,000. Each Unit is comprised of one common share of the Corporation (“Common Share”) and one non-transferrable Common Share purchase warrant (“Warrant”). Each Warrant may be exercised for one additional Common Share at a price of $0.06 for a period of 24 months from the closing of the Offering.

The securities issued in this private placement are subject to a 4 month hold period.

Proceeds will be used for general operating purposes including settling current debt.

This private placement is subject to final approval by the TSX Venture Exchange.

About American Creek

American Creek is a Canadian junior mineral exploration company with a strong portfolio of gold and silver properties in British Columbia. Three of those properties are located in the prolific “Golden Triangle”; the Treaty Creek and Electrum joint venture projects with Tudor Gold/Walter Storm as well as the 100% owned past producing Dunwell Mine.

The Corporation also holds the Gold Hill, Austruck-Bonanza, Ample Goldmax, Silver Side, and Glitter King properties located in other prospective areas of the province.

For further information please contact Kelvin Burton at: Phone: 403 752-4040 or Email: info@americancreek.com. Information relating to the Corporation is available on its website at www.americancreek.com

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.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43623

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American Creek Resources Announces Increase to Non-Brokered Private Placement

Cardston, Alberta–(Newsfile Corp. – March 22, 2019) –  American Creek Resources Ltd. (TSXV: AMK) (“the Corporation”) is pleased to announce that due to demand, it has increased the size of its non-brokered private placement of units (“the Units”) to up to 3,200,000 Units for total gross proceeds of up to $160,000 (“the Offering”).

As disclosed in the Corporation’s news release dated February 12, 2019 the Units will be sold at a price of $0.05 per Unit. Each Unit will be comprised of one common share of the Corporation (“Common Share”) and one non-transferrable Common Share purchase warrant (“Warrant”). Each Warrant may be exercised for one additional Common Share at a price of $0.06 for a period of 24 months from the closing date of the Offering.

The securities will be offered to qualified purchasers in reliance upon exemptions from prospectus and registration requirements of applicable securities legislation.

Proceeds will be used for general operating purposes including settling current debt.

This private placement is subject to approval by the TSX Venture Exchange.

About American Creek

American Creek is a Canadian junior mineral exploration company with a strong portfolio of gold and silver properties in British Columbia. Three of those properties are located in the prolific “Golden Triangle”; the Treaty Creek and Electrum joint venture projects with Tudor Gold/Walter Storm as well as the 100% owned past producing Dunwell Mine.

The Corporation also holds the Gold Hill, Austruck-Bonanza, Ample Goldmax, Silver Side, and Glitter King properties located in other prospective areas of the province.

For further information please contact Kelvin Burton at: Phone: 403 752-4040 or Email: info@americancreek.com. Information relating to the Corporation is available on its website at www.americancreek.com

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.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43605

Scandium International Closes Private Placement Financing

Vancouver, British Columbia–(Newsfile Corp. – March 22, 2019) – Scandium International Mining Corp. (TSX: SCY) (“Scandium International” or the “Company”) is pleased to announce that it has closed a previously announced private placement of 5,926,301 shares at C$0.18 per share for gross proceeds of C$1,066,734. The primary investor was Rothschild Asset Management, but the equity placement also reflects a unanimous participation from the Company’s Board members. No commissions or fees were paid on the transaction.

The proceeds from the financing will be used for general working capital, and specifically for the advancement of the Company’s Nyngan Scandium Project in NSW, Australia.

All securities issued under the private placement will be subject to a Canadian hold period expiring four months after the closing date. The securities will also be subject to restrictions on resale under U.S. federal securities laws. Closing of the private placement is subject to stock exchange approval.

Eight directors of the Company participated in the private placement for an aggregate of 1,561,151 shares for aggregate proceeds of $281,007, representing 0.5% of the Company’s issued and outstanding common shares. Each director’s participation in the Private Placement constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on exemptions from the formal valuation requirements and the minority shareholder requirements of MI 61-101 contained in Section 5.5(a) and Section 5.7(1)(a) on the basis that the fair market value of the transaction involving insiders was not more than 25% of the Company’s market capitalization.

For inquiries to Scandium International Mining Corp, please contact:

Edward Dickinson (CFO)
Tel: (775) 233-7328

George Putnam (CEO)
Tel: (925) 208-1775

Email: info@scandiummining.com

The securities offered have not and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws, and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43602

Black Iron Announces Private Placement Financing

Toronto, Ontario–(Newsfile Corp. – March 21, 2019) – Black Iron Inc. (TSX: BKI) (OTC Pink: BKIRF) (FSE: BIN) (“Black Iron” or the “Company”) announces it intends to complete a non-brokered private placement financing of up to 25,000,000 units of the Company (the “Units”) at a price of $0.06 per Unit for maximum gross proceeds of $1,500,000 (the “Offering”). Each Unit shall consist of one common share of the Company (each a “Common Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”) entitling the holder to acquire a Common Share at a price of $0.09 for a period of three years from the date of issuance. In the event that the Common Shares of the Company trade at $0.15 or higher on the Toronto Stock Exchange for a period of 10 consecutive days, the Company shall have the right to accelerate the expiry date of the Warrants to the date that is 30 days after the Company issues a news release announcing that it has elected to exercise the acceleration right.

The Company intends to use the net proceeds of the Offering to advance the Company’s Shymanivske project (the “Project”), including negotiations to secure essential land surface rights, to further discussions and negotiations on construction financing and for general working capital purposes. The Common Shares, Warrants and common shares underlying the Warrants will be subject to a four month and one day statutory hold period.

Closing of the Offering remains subject to receipt of all regulatory approvals, including the approval of the Toronto Stock Exchange. Closing of the Offering is anticipated to occur on or before March 29, 2019. In connection with the Offering, Black Iron may pay finder’s fees to eligible finders in accordance with the rules and policies of the Toronto Stock Exchange.

Black Iron also notes that benchmark 62% iron content ore continues to sell in the mid $80 per tonne range, which is well above the long-term $62 per tonne used in Black Iron’s PEA. The PEA estimates an after-tax unlevered IRR of 36% and NPV of US$1.7 billion using a 10% discount rate for a US$436 million investment to construct the initial 4Mtpa plant which is expected to produce ultra-high grade 68% iron content pellet feed. The strong economic returns expected to be generated by the Shymanivske Project reinforce the unique investment opportunity Black Iron presents by not having to build high-cost rail, powerlines or a port, as is required with the majority of other iron ore development projects globally. As noted in Black Iron’s press release dated May 2, 2018, highly regarded market analysis firm CRU recently ranked the Project at the lowest position on the business cost curve (i.e., normalized operating costs) and as the second-lowest capital intensity undeveloped pellet feed iron ore project globally.

About Black Iron

Black Iron is an iron ore exploration and development company, advancing its 100% owned Shymanivske project located in Kryvyi Rih, Ukraine. The Shymanivske project contains a NI 43-101 compliant resource estimated to be 646 Mt Measured and Indicated mineral resources, consisting of 355 Mt Measured mineral resources grading 31.6% total iron and 18.8% magnetic iron, and Indicated mineral resources of 290 Mt grading 31.1% total iron and 17.9% magnetic iron, using a cut-off grade of 10% magnetic iron. Additionally, the Shymanivske project contains 188 Mt of Inferred mineral resources grading 30.1% total iron and 18.4% magnetic iron. Full mineral resource details can be found in the NI 43-101 compliant technical report entitled “Preliminary Economic Assessment of the Re-scoped Shymanivske Iron Ore Deposit” effective November 21, 2017 (the “PEA”) under the Company’s profile on SEDAR at www.sedar.com. The Shymanivske project is surrounded by five other operating mines, including ArcelorMittal’s iron ore complex. Please visit the Company’s website at www.blackiron.com for more information.

The technical and scientific contents of this press release have been prepared under the supervision of and have been reviewed and approved by Matt Simpson, P.Eng., CEO of Black Iron, who is a Qualified Person as defined by NI 43-101.

Cautionary Statement

The PEA is preliminary in nature, and it includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves. There is no certainty that the PEA will be realized.

For more information, please contact:

Black Iron Inc.,
Matt Simpson

Chief Executive Officer
Tel: +1 (416) 309-2138
info@blackiron.com

Forward-Looking Information

This press release contains forward-looking information. Forward-looking information is based on what management believes to be reasonable assumptions, opinions and estimates of the date such statements are made based on information available to them at that time, including those factors discussed in the section entitled ”Risk Factors” in the Company’s annual information form for the year ended December 31, 2018 or as may be identified in the Company’s public disclosure from time to time, as filed under the Company’s profile on SEDAR at www.sedar.com. Forward-looking information may include, but is not limited to, statements with respect to the Project, the Offering, the mineralization of the Project, the results of the PEA, the realization of the PEA, and future plans for the Company’s development. Generally, forward looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, geopolitical and social uncertainties; the actual results of current exploration activities; other risks of the mining industry and the risks described in the annual information form of the Company. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Corporate Communications:
NetworkWire (NW)
New York, New York
www.NetworkNewsWire.com
212.418.1217 Office
Editor@NetworkWire.com

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR DISSEMINATION TO THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43593

Roscan Closes Private Placement for Gross Proceeds of $3.8 Million

Toronto, Ontario–(Newsfile Corp. – March 21, 2019) – Roscan Gold Corporation (TSXV: ROS) ("Roscan" or the "Company") is pleased to announce that it has completed its previously announced private placement brokered by Clarus Securities Inc. (the "Agent") by issuing 23,371,428 units ("Units") at a price of $0.14 per Unit for aggregate gross proceeds of $3,272,000 (the "Brokered Offering"). The Company issued a further 3,771,429 Units for aggregate gross proceeds $528,000 through non-brokered efforts (the "Non-Brokered Offering"). Together, the Brokered Offering and Non-Brokered Offering had aggregate gross proceeds of $3,800,000 through the issuance of 27,142,857 Units (together, the "Offering").

Each Unit is comprised of one common share ("Common Share") and one Common Share purchase warrant ("Warrant"). Each Warrant entitles the holder thereof to purchase one additional Common Share at an exercise price of $0.22 for 24 months from the closing of the Offering.

The Common Shares and Warrants issued pursuant to the Offering will be subject to a hold period of four months plus a day from the date of issuance and the resale rules of applicable securities legislation. The Company intends to use the net proceeds from the Offering for exploration and development of the Company’s mineral properties, investor relations activities and for general corporate and working capital purposes.

As consideration for the services provided by the Agent in connection with the Brokered Offering, the Agent was paid a fee of 6% of the gross proceeds of the Brokered Offering paid through the issuance of 1,402,286 compensation Units (the "Compensation Units") and was issued 1,869,714 of non-transferable broker warrants (the "Broker Warrants"), representing 8% of the total number of Units sold pursuant to the Brokered Offering.

Each Compensation Unit is comprised of one Common Share and one Warrant. Each Warrant entitles the holder thereof to purchase one additional Common Share at an exercise price of $0.22 for 24 months from the closing of the Offering. Each Broker Warrant entitles the holder thereof to purchase one broker Unit (the "Broker Warrant Unit") at an exercise price of $0.14 for 24 months from the closing of the Offering. Each Broker Warrant Unit is comprised of one Common Share and one Warrant. Each Warrant entitles the holder thereof to purchase one additional Common Share at an exercise price of $0.22 for 24 months from the closing of the Offering.

All securities issued pursuant to the Offering have a four month hold period in accordance with applicable securities laws. In connection with the Non-Brokered Offering certain eligible finders received cash commissions in the aggregate amount of $19,078.

The transactions constituted a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 ("MI 61-101") as a director of the Company subscribed for 35,000 Units pursuant to the Offering. The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the Company is not listed on a specified market and the fair market value of the participation in the Offering by insiders does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. 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 second tranche of the Offering, which the Company deems reasonable in the circumstances in order to complete the Offering in an expeditious manner.

ABOUT ROSCAN

Roscan Gold Corporation is a Canadian gold exploration company focused on the acquisition and exploration of gold properties in West Africa. The Company has assembled a significant land position of 100%-owned permits in an area of producing gold mines (including B2 Gold’s Fekola Mine which lies in a contiguous property to the west of Kandiole), and major gold deposits, located both north and south of its Kandiole Project in west Mali.

For further information, please contact:
Greg Isenor
President and Chief Executive Officer
Tel: (902) 832-5555 or (416) 293-8437
Email: gpisenor@roscan.ca

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 IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43589

Lifestyle Delivery Systems Inc. Amends Terms of Non-Brokered Private Placement of Units

Vancouver, British Columbia–(Newsfile Corp. – March 21, 2019) – Lifestyle Delivery Systems Inc. (CSE: LDS) (OTCQX: LDSYF) (FSE: LD6) (WKN: A14XHT) (“LDS” or the “Company”) announced that it has received an approval from the Canadian Securities Exchange to amend certain terms of the non-brokered private placement financing (the “Offering”) the Company announced on March 5, 2019.

As per amended terms, the warrant exercise price was decreased from the original CAD$0.70 per warrant share to CAD$0.50 per warrant share. In addition, the Company agreed to finders’ fees of 7% cash and 7% warrants, which will be paid to eligible finders. All other terms of the Offering remain unchanged.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including 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, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws or an exemption from such registration requirements is available.

About Lifestyle Delivery Systems Inc.

Lifestyle Delivery Systems Inc. is a technology company that licenses its technology to a state-of-the-art production and packaging facility located in Southern California. The Company’s technology produces infused strips (similar to breath strips) that are not only a safer, healthier option to any other form of delivery but also allows for inclusion of a wide spectrum of ingredients from over the counter medications to homeopathic, nutraceutical, vitamins and supplements. The technology provides a new way to accurately meter the dosage and assure the purity of selected product. From start to finish, the production process, based on the Company’s technology, tests for quality and composition of all the ingredients used in each and every strip which results in a delivery system that is safe, consistent and effective.

On behalf of the board of directors of Lifestyle Delivery Systems Inc.

Brad Eckenweiler
CEO & Director

FOR MORE INFORMATION, PLEASE CONTACT: 
investor.relations@lifestyledeliverysystem.com
1-866-347-5058

Cautionary Disclaimer Statement:

The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.

Information set forth in this news release contains forward-looking statements that are based on assumptions as of the date of this news release. These statements reflect management’s current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. The Company cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Company’s control. Such factors include, among other things: risks and uncertainties relating to the Company’s limited operating history and the need to comply with environmental and governmental regulations. In addition, marijuana remains a Schedule I drug under the United States Controlled Substances Act of 1970. Although Congress has prohibited the US Justice Department from spending federal funds to interfere with the implementation of state medical marijuana laws, this prohibition must be renewed each year to remain in effect. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward looking information. Except as required under applicable securities legislation, The Company undertakes no obligation to publicly update or revise forward-looking information.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43576

Manganese Announces Closing of Warrant Incentive Program and a Proposed Private Placement of Units

Montreal, Quebec–(Newsfile Corp. – March 20, 2019) – Manganese X Energy Corp. (TSXV: MN) (FSE: 9SC2) (TRADEGATE: 9SC2) (OTC Pink: SNCGF) (“Manganese” or the “Company”) is announcing that it has closed the Warrant Incentive Program through issuance of 9,672,000 warrants to purchase 4,387,000 and 5,285,000 common shares (the “Warrants“) in the capital of the Corporation held by eligible persons at an exercise price of 11 cents, for a period of 30-days period. The Warrants expire on July 25, 2019 and February 20, 2020, respectively and will revert back to the original exercise price. Total shares exercised through this Warrant Incentive Program was 3,073,000 shares for a value of $338,030. No finder’s fees were incurred.

In addition, the Company is pleased to announce a non-brokered private placement financing (the “Offering“) to raise up to an aggregate gross proceeds of up to $360,000 comprised of up to 3 million units (each, a “Unit“) at a price of $0.12 per Unit. Each Unit is comprised of one (1) common share and one (1) common share purchase warrant (each, a “Warrant“). Each Warrant shall entitle the holder thereof to acquire one common share (each, a “Warrant Share“), with each whole Warrant exercisable into one Warrant Share at a price of $0.14 for a period of three (3) years following the closing date.

Completion of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange (the”Exchange“) and the securities regulatory authorities. There can be no assurance that the Offering will be completed, whether in whole or in part. All securities issued by the Company in connection with the Offering will be subject to a statutory four month hold period. Proceeds from the Offering will be used for exploration, growth, research and development, marketing, and general working capital purposes.

Manganese’s mission is to acquire and advance high potential manganese mining prospects located in North America with the intent of supplying value added materials to the lithium ion battery and other alternative energy industries. In addition our company is striving to achieve new methodologies emanating from environmentally friendly green/zero emissions ,while processing manganese.at a lower competitive cost For more information visit the website at www.manganesexenergycorp.com.

On behalf of the Board of Directors of

MANGANESE X ENERGY CORP.

Martin Kepman
CEO and Director
Email: martin@kepman.com
Tel: 1-514-802-1814

Cautionary Note Regarding Forward-Looking Statements:

Neither 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 contains “forward-looking information” including statements with respect to the future exploration performance of the Company. This forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements of the Company, expressed or implied by such forward-looking statements. These risks, as well as others, are disclosed within the Company’s filing on SEDAR, which investors are encouraged to review prior to any transaction involving the securities of the Company. Forward-looking information contained herein is provided as of the date of this news release and the Company disclaims any obligation, other than as required by law, to update any forward-looking information for any reason. There can be no assurance that forward-looking information will prove to be accurate and the reader is cautioned not to place undue reliance on such forward-looking information.

NOT FOR DISSEMINATION IN THE US OR THROUGH US NEWSWIRE SERVICES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43562