NOT FOR DISSEMINATION OR DISTRIBUTION INTO THE UNITED STATES OR THROUGH UNITED STATES NEWSWIRE SERVICES
November 25, 2021. Vancouver, BC. – CMC Metals Ltd. (TSX-V: CMB) (Frankfurt:ZM5N) (CMCXF: OTC PINKS) (“CMC” or the “Company”) is pleased to announce that the Company has closed a non-brokered private placement (the “Offering”) for gross proceeds of C$750,000 from the sale of 7,500,000 flow-through units of the Company (each, a “FT Unit”) at a price of C$0.10 per FT Unit. Red Cloud Securities Inc. (“Red Cloud”) acted as a finder on behalf of the Company in relation to the Offering.
Each FT Unit consists of one common share of the Company to be issued as a “flow-through share” within the meaning of the Income Tax Act (Canada) (each, a “FT Share”) and one half of one transferable share purchase warrant (each full warrant, a “Warrant”). Each Warrant entitles the holder thereof to acquire one common share of the Company (each, a “Warrant Share”) at a price of C$0.15 per Warrant Share on or before November 22, 2023. The FT Shares and Warrant Shares will be subject to a hold period ending on March 23, 2022.
The proceeds from the Offering will be used to fund the Company’s exploration program at its silver properties in the Rancheria Silver District, Yukon/British Columbia and its properties in Newfoundland. Proceeds from the sale of FT Shares will be used to incur “Canadian exploration expenses” as defined in subsection 66.1(6) of the Income Tax Act and “flow through mining expenditures” as defined in subsection 127(9) of the Income Tax Act. Such proceeds will be renounced to the subscribers with an effective date not later than December 31, 2021, in the aggregate amount of not less than the total amount of gross proceeds raised from the issue of FT Shares.
In connection with the Offering, the Company paid finders’ fees of C$45,500 and issued to Red Cloud 455,000 non-transferable warrants (the “Finder’s Warrants”), with each Finder’s Warrant exercisable into one common share of the Company at a price of C$0.10 at any time on or before November 22, 2023.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or any applicable state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the United States or “U.S. persons,” as such term is defined in Regulation S promulgated under the U.S. Securities Act, absent registration or an exemption from such registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About CMC Metals Ltd.
CMC Metals Ltd. is a growth stage exploration company focused on opportunities high graded polymetallic deposits in Yukon, British Columbia and Newfoundland and Labrador. Our silver-lead-zinc prospects in the Rancheria Silver District include the Silver Hart Deposit and Blue Heaven claims (the “Silver Hart Project”) in Yukon, and Rancheria South, Amy and Silverknife claims (the “Rancheria South Project”) in British Columbia. Our polymetallic projects with potential for copper-silver-gold and other metals include Logjam (Yukon), Bridal Veil and Terra Nova (both in Newfoundland).
On behalf of the Board:
John Bossio, Chairman CMC METALS LTD.
For Further Information and Investor Inquiries:
Kevin Brewer, P. Geo., MBA, B.Sc.(Hons), Dip. Mine Eng.
President, CEO and Director
Tel: (604) 670-0019
Suite 615-800 Pender St.
To be added to CMC’s news distribution list, please send an email to email@example.com or contact Mr. Kevin Brewer at 604-670-0019.
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 exploration 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, to carry out the work 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, the impact of the constantly evolving COVID-19 pandemic crisis 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.”