(
“Latin Metals” or the
“Company”)
-
(TSXV: LMS) (
OTCQB: LMSQF)
announces a non-brokered private placement for gross proceeds of up
to $2.0 million.
The Company announces a non-brokered private
placement (the “Financing”) of up to 25,000,000
units (each, a “Unit”) for a subscription
price of $0.08 per Unit, to raise total gross proceeds of up to
$2.0 million. Each Unit will consist of one common share in the
capital of Latin Metals (each, a “Share”) and
one-half of one common share purchase warrant, with each whole
warrant entitling the holder thereof to purchase one Share at a
price of $0.15 per Share for a period of 24 months from the
closing of the Financing. Certain directors and officers of the
Company are expected to subscribe for approximately 10,000,000
Units under the Financing (for gross proceeds of $800,000).
The proceeds of the
Financing are intended to fund exploration, generative work, and
for general working capital.
The Company may pay
finder’s fees on all or a portion of the Financing, consisting of a
cash commission equal to up to 7% of the total gross proceeds
raised and finder’s warrants equal to up to 7% of the total number
of Units issued, where each finder’s warrant will entitle the
holder thereof to purchase one Share at a price of $0.08 per Share
for a period of 12 months from the closing of the Financing.
All securities issued
in connection with the Financing will be subject to a hold period
of four-months and one day in Canada. The Financing is subject to
the receipt of all necessary approvals including acceptance for
filing of the Financing by the TSX Venture Exchange
(the “TSXV”) and any applicable securities regulatory
authorities. Any participation by directors or officers in the
Financing is considered a related party transaction within the
meaning of Multilateral Instrument 61-101 Protection of Minority
Security Holders in Special Transactions (“MI 61-101”). The related
party transaction will be exempt from the formal valuation and
minority shareholder approval requirements of MI 61-101, as neither
the fair market value of the securities to be issued under the
Financing nor the consideration to be paid by the directors and
officers will exceed 25% of the Company’s market
capitalization.
This news release does
not constitute an offer of sale of any of the foregoing securities
in the United States. None of the foregoing securities have been
and will not be registered under the U.S. Securities Act of 1933,
as amended (the “1933 Act”) or any applicable state securities laws
and may not be offered or sold in the United States or to, or for
the account or benefit of, U.S. persons (as defined in
Regulation S under the 1933 Act) or persons in the United
States absent registration or an applicable exemption from such
registration requirements. This news release does not constitute an
offer to sell or the solicitation of an offer to buy nor will there
be any sale of the foregoing securities in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
On Behalf of the Board
of Directors of
LATIN METALS INC.
“Keith Henderson”
President & CEO
For further details on the Company readers are
referred to the Company’s web site (www.latin-metals.com) and its
Canadian regulatory filings on SEDAR at www.sedar.com.
For further information, please contact:
Keith Henderson
Suite 890999 West Hastings StreetVancouver, BC, V6C 2W2
Phone: 604-638-3456E-mail: info@latin-metals.com
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 news release.
This news release contains forward-looking
statements and forward-looking information (collectively,
“forward-looking statements”) within the meaning of applicable
Canadian and U.S. securities legislation. All statements, other
than statements of historical fact, included herein including,
without limitation, statements regarding the closing of the
Financing, the participation of directors and officers in the
Financing, the use of proceeds of the Financing, the ability of the
Company to become a self sustaining prospect generator, planned
exploration of the Company’s projects by the Company and its
partners, anticipated exploration program results from exploration
activities, the discovery and delineation of mineral
deposits/resources/reserves, and the anticipated business plans and
timing of future activities of the Company, are forward-looking
statements. Although the Company believes that such statements are
reasonable, it can give no assurance that such expectations will
prove to be correct. Often, but not always, forward looking
statements can be identified by words such as “pro forma”, “plans”,
“expects”, “may”, “will”, “should”, “budget”, “scheduled”,
“estimates”, “forecasts”, “intends”, “anticipates”, “believes”,
“potential” or variations of such words including negative
variations thereof, and phrases that refer to certain actions,
events or results that may, could, would, might or will occur or be
taken or achieved. In making the forward-looking statements in this
news release, the Company has applied several material assumptions,
including without limitation, that it will obtain TSXV acceptance
for the Financing and the required corporate approvals for same,
that market fundamentals will result in sustained precious metals
and copper demand and prices, the receipt of any necessary permits,
licenses and regulatory approvals in connection with the future
development of the Company’s projects in a timely manner, the
availability of financing on suitable terms for the development,
construction and continued operation of the Company’s projects, and
the Company’s ability to comply with environmental, health and
safety laws.
Forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company to
differ materially from any future results, performance or
achievements expressed or implied by the forward-looking
statements. Such risks and other factors include, among others,
operating and technical difficulties in connection with mineral
exploration and development and mine development activities at the
Company’s projects, estimation or realization of mineral reserves
and mineral resources, requirements for additional capital, future
prices of precious metals and copper, changes in general economic
conditions, changes in the financial markets and in the demand and
market price for commodities, lack of investor interest in future
financings, possible variations in ore grade or recovery rates,
possible failures of plants, equipment or processes to operate as
anticipated, accidents, labour disputes and other risks of the
mining industry, delays or the inability of the Company to obtain
any necessary permits, consents or authorizations required,
including of the TSXV, financing or other planned activities,
changes in laws, regulations and policies affecting mining
operations, currency fluctuations, title disputes or claims
limitations on insurance coverage and the timing and possible
outcome of pending litigation, environmental issues and
liabilities, risks relating to epidemics or pandemics such as
COVID-19, including the impact of COVID-19 on the Company's
business, risks related to joint venture operations, and risks
related to the integration of acquisitions, as well as those
factors discussed under the heading “Risk Factors” in the Company’s
latest Management Discussion and Analysis and other filings of the
Company with the Canadian Securities Authorities, copies of which
can be found under the Company’s profile on the SEDAR website
at www.sedar.com.
Readers are cautioned not to place undue
reliance on forward looking statements. Except as otherwise
required by law, the Company undertakes no obligation to update any
of the forward-looking statements in this news release or
incorporated by reference herein.
Latin Metals (TSXV:LMS)
Historical Stock Chart
From Nov 2024 to Dec 2024
Latin Metals (TSXV:LMS)
Historical Stock Chart
From Dec 2023 to Dec 2024