NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, BC.: CMC Metals Ltd. - (“the Company”) (TSX-V: CMB) is pleased to announce that it has closed its $600,000 / 4,800,000 Unit private placement as announced pursuant to its December 10, 2020 and December 22, 2020 press releases, having received TSX Venture Exchange approval. The financing closed with the issuance of 4,800,000 units priced at $0.125 per Unit with each Unit comprising of one common share and one transferable share purchase warrant. Every two transferable warrants surrendered are exercisable into one additional common share at $0.20 per share for a two-year period expiring January 13, 2023. The proceeds of this placement will be used primarily to fund exploration activities, ongoing technical studies and corporate activities. A cash finder’s fee of $5,300 is payable in connection with a portion of the private placement, equal to 8% of gross proceeds received from subscribers located by the finder. The shares issued pursuant to this transaction are subject to a four month hold period expiring May 14, 2021.
39627 Yukon Inc., a company owned by Kevin Brewer, President & CEO and an insider of the Company, has acquired 125,000 Units pursuant to the 4,800,000 Unit private placement. This transaction constitutes a “related party transaction” under Multilateral Instrument 61‑101 Protection of Minority Security Holders in Special Transactions (“MI 61‑101”). The related party transaction is exempt from the formal valuation requirements of Section 5.4 of MI 61‑101 pursuant to subsection 5.5(a) of MI 61‑101, and exempt from the minority approval requirements of Section 5.6 of MI 61‑101 pursuant to subsection 5.7(1)(a) of MI 61‑101. A material change report was not filed more than 21 days prior to closing as contemplated by the related party transaction requirements under MI 61-101 as the insider participation was only recently confirmed.
The securities described herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “1933 Act”), or under any state securities laws and, accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the 1933 Act and applicable state securities laws requirements or pursuant to exemptions therefrom.
The Company further wishes to announce that it has granted, effective today, an aggregate of 2,010,000 stock options (each an “Option) to certain directors, officers, staff, and consultants of the Company in accordance with the Company’s Rolling Stock Option Plan. Each Option is exercisable into one common share in the capital of the Company (each a “Share”) at a price of $0.20 per Share, being the average of closing price of the Shares on the TSX Venture Exchange from December 14, 2020 to January 12, 2021 inclusive. The options are subject to a four month hold period to May 14, 2021 and then the holder can exercise the option at anytime for a period of five years from the date of grant, subject to certain vesting requirements in accordance with the Company’s option plan.
About CMC Metals.
CMC Metals Ltd. is a growth stage mineral exploration company focused on opportunities in Yukon, British Columbia and Newfoundland. Our silver-lead-zinc projects include Silver Hart, Blue Heaven and Rancheria South. Our polymetallic projects with gold potential include Logjam, Bridal Veil and Terra Nova.
On behalf of the Board:
John Bossio, Chairman
CMC METALS LTD.
For further information concerning the CMC Metals Ltd., or its exploration projects, please contact:
Investor Inquiries: Kevin Brewer
President, CEO and Director
Tel: (604) 605-0166
To be added to CMC’s news distribution list, please send an email to email@example.com . Also please visit our website at www.cmcmetals.ca for more up-to-date news and information on our projects.
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 certain statements that constitute “forward-looking information” within the meaning of applicable securities law, including without limitation, statements that address the timing and content of upcoming work programs, geological interpretations, receipt of property titles and exploitation activities and developments. In this release disclosure regarding the potential to undertake future work comprise forward looking statements. Forward-looking statements address future events and conditions and are necessarily based upon a number of estimates and assumptions. While such estimates and assumptions are considered reasonable by the management of the Company, they are inherently subject to significant business, economic, competitive and regulatory uncertainties and risks, including the ability of the Company to raise the funds necessary to fund its projects and, accordingly, may not occur as described herein or at all. Actual results may differ materially from those currently anticipated in such statements. Factors that could cause actual results to differ materially from those in forward looking statements include market prices, exploitation and exploration successes, the timing and receipt of government and regulatory approvals, and continued availability of capital and financing and general economic, market or business conditions. Readers are referred to the Company’s filings with the Canadian securities regulators for information on these and other risk factors, available at www.sedar.com. Investors are cautioned that forward-looking statements are not guarantees of future performance or events and, accordingly are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty of such statements. The forward-looking statements included in this news release are made as of the date hereof and the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation.”