Jazz Resources Inc. announced a non-brokered private placement of up to 2,000,000 units at an issue price of CAD 0.65 per unit for gross proceeds up to CAD 1,300,000 on September 7, 2022. Each unit will consist of one common share and one share purchase warrant. Each warrant will entitle the holder to purchase one additional common share at an exercise price of CAD 0.80 per warrant share for a period of 12 months after the closing whereby the expiry date of the warrants may be accelerated in the event the daily trading price of the shares equals or exceeds CAD 1.20 on the exchange for fifteen consecutive trading days.

Upon such an event, the company may accelerate the expiry date of the warrants by giving notice via news release to the holders thereof and, in such case, the warrants will expire on the 30th day after the date on which the news release is disseminated by the company. The company may pay a finders' fee to certain registered brokerage firms, which fees would be comprised of a cash payment equal to 6% of the subscription funds received by the company from subscribers introduced by such brokers and the issuance of non-transferable compensation warrants equal to 6% of the number of units purchased by subscribers introduced by such brokers. The closing of the transaction is expected to occur on or about September 23, 2022 and is subject to the company receiving all necessary approvals, including acceptance by the Exchange.

All securities to be issued under the transaction will be subject to a hold period of four months and one day from the date of closing.