/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, May 13, 2020 /CNW/ - Sun Metals Corp.
("Sun Metals" or the "Company") (TSXV: SUNM) is
pleased to announce that the non-brokered private placement
financing (the "Private Placement") previously announced on
May 11, 2020 has been oversubscribed
by 50%. Due to the high level of interest from investors, the
Private Placement will now consist of 18,750,000 units at a price
of $0.08 per unit (a "Unit") for
gross proceeds of $1,500,000. Each
Unit consists of one common share of the Company (each, a "Common
Share") and one-half of one non-transferable Common Share purchase
warrant (each whole warrant, a "Warrant"), with each Warrant
exercisable to purchase one additional Common Share of the Company
for a period of 2 years from the date of closing at an exercise
price of $0.12 for the first 12
months following closing and an exercise price of $0.15 for the final 12 months of their term.
The Company will pay a finder's fee to certain third parties in
connection with the proceeds received by the Company by the sale of
Units to the subscribers, other than insiders, introduced to the
Company by such third party.
Proceeds from the Private Placement will be used primarily to
fund general working capital purposes and exploration at the
Company's Stardust Project. The Private Placement is expected to
close on or before May 22,
2020. The Private Placement may be closed in one or more
tranches as subscriptions are received.
The Private Placement and any finder's fees are subject to TSX
Venture Exchange approval. All Common Shares and Warrants issued
pursuant to the Private Placement and any Common Shares issuable on
exercise of Warrants will be subject to a four month and a day hold
period from the closing date.
Certain directors, officers and other insiders of the Company
will be acquiring Units. Such participation is considered to be a
"related party transactions" within the meaning of TSX Venture
Exchange Policy 5.9 and Multilateral Instrument 61-101 Protection
of Minority Security Holders in Special Transactions ("MI 61-101")
adopted in the Policy. The Company intends to rely on the
exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101 contained in sections 5.5(a) and
5.7(1)(a) of MI 61-101 in respect of related party participation in
the Private Placement as neither the fair market value (as
determined under MI 61-101) of the subject matter of, nor the fair
market value of the consideration for, the transaction, insofar as
it involves the related parties, exceeds 25% of the Company's
market capitalization (as determined under MI 61-101).
Qualified Persons and 43-101 Disclosure
Technical
aspects of this news release have been reviewed, verified and
approved by Ian Neill P.Geo., Vice
President Exploration of Sun Metals, who is a qualified person as
defined by National Instrument 43-101 – Standards of Disclosure for
Minerals Projects.
An updated interactive corporate presentation is available on
Sun Metals' website at
https://www.sunmetals.ca/investors/presentation/.
On Behalf of the Board of Directors of
SUN METALS CORP.
Steve Robertson
Chief Executive Officer
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 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, as
amended (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 Sun Metals
Sun Metals is advancing its 100%
owned flagship, high-grade Stardust Project located in northcentral
British Columbia, Canada. Stardust
is a high-grade polymetallic Carbonate Replacement Deposit with a
rich history. Sun Metals also owns the Lorraine copper-gold project
(joint-ventured with Teck Resources Limited), and the OK
copper-molybdenum project.
The Canyon Creek copper-gold skarn zone at Stardust was the
subject of a 2018, NI 43-101 resource estimate published by the
Company titled "Stardust Project NI 43-101 Technical Report Omineca
Mining Division, British Columbia"
with an effective date of January 8,
2018. In that report, GeoSim Services Inc. provided the
following estimate.
Stardust Project - Canyon Creek zone Mineral Resource
Estimate(3):
Resource
Category
|
Tonnes
|
Copper %
|
Zinc %
|
Gold g/t
|
Silver g/t
|
% Cu Eq
|
Indicated
|
985,000
|
1.34
|
0.62
|
1.59
|
36.8
|
2.92
|
Inferred
|
1,985,000
|
1.24
|
0.14
|
1.72
|
30.5
|
2.65
|
(3)
The cut-off grade used in the resource
estimate was 1.5% copper equivalent (Cu Eq). Metal price
assumptions for the Cu Eq calculation were $3.00/lb Copper,
$1.25/lb Zinc, $1,300/oz Gold and $18/oz Silver. Adjustment factors
to account for differences in relative metallurgical recoveries of
the constituents will depend upon completion of definitive
metallurgical testing. The following equation was used to calculate
copper equivalence: Cu Eq = Copper + (Zinc x 0.4167) + (Gold x
0.6319) + (Silver x 0.0087). A cut-off grade of 1.5% Cu Eq
represents an in-situ metal value of approximately $100/tonne which
is believed to represent a reasonable break-even cost for
underground mining and processing. These are not mineral reserves
and no work has been completed that demonstrates economic viability
at the Project.
|
Cautionary Note Regarding Forward-Looking
Statements
All statements in this news release, other
than statements of historical fact, are "forward-looking
information" with respect to Sun Metals within the meaning of
applicable securities laws, including, but not limited to
statements with respect to those that address the Private
Placement, mineralization at the Stardust
project; relative size of mineralization at the 421 zone,
geophysical surveys, use of instrumentation data, and goals and
expectations pertaining to metallurgical results; the 2020 program
and the use of flow-through dollars; the potential quantity and/or
grade of minerals; the growth potential of the Stardust project;
planned mining methods and mineral processing; break-even cost for
the Stardust project; British
Columbia as a reliable jurisdiction for mining; proposed
timing of exploration and development plans; potential conversion
of inferred resources to measured and indicated resources;
potential extension and expansion of mineral resources;
negotiations with the Takla First Nation; the potential impact of
the COVID-19 pandemic; and the focus of the Company in the coming
months. Forward-looking information is often, but not always,
identified by the use of words such as "seeks", "anticipates",
"plans", "continues", "expects", "projects", "predicts",
"potential", "targets", "intends", "believes", "potential",
"budgets", "schedules", "estimates", "forecasts" and similar
expressions (including the negative of such expressions), or
describes a "goal", or variation of such words and phrases or state
that certain actions, events or results "may", "should", "could",
"would", "might" or "will" be taken, occur or be achieved.
Forward-looking information is not a guarantee of future
performance and is based upon a number of estimates and assumptions
of management at the date the statements are made including, among
others, assumptions about future prices of gold and other metal
process; currency exchange rates and interest rates; favourable
operating conditions; political stability; obtaining governmental
approvals and financing on time; obtaining renewals of existing
licences and permits and obtaining required licences and permits;
labour stability; stability in market conditions; availability of
equipment; accuracy of mineral resources; successful resolution of
disputes and anticipated costs and expenditures. Management
believes these estimates and assumptions are reasonable. In
addition, many assumptions are based on factors and events that are
not within the control of Sun Metals and there is no assurance they
will prove to be correct.
Such forward-looking information, involves known and unknown
risks, which may cause the actual results to be materially
different from any future results expressed or implied by such
forward-looking information, including, risks related to the
speculative nature of the Company's business; the Company's
formative stage of development; the Company's financial position;
possible variations in mineralization; conclusions of future
economic evaluations; business integration risks; changes in
project parameters as plans continue to be refined; current
economic conditions; future prices of commodities; fluctuations in
the securities market; fluctuations in currency markets; change in
national and local government, legislation, taxation, controls,
regulation and political or economic development; inability to
obtain adequate insurance to cover risks and hazards; possible
variations in grade or recovery rates; the costs and timing of the
development of new deposits; failure of equipment or processes to
operate as anticipated; the failure of contracted parties to
perform; the timing and success of exploration activities
generally; delays in permitting; possible claims against the
Company; the timing of future economic studies; labour and employee
disputes and other risks of the mining industry; delays in
obtaining governmental approvals, financing or the completion of
exploration; relationships with and claims by local communities and
First Nations; negotiations with the Takla First Nation;
assumptions about the effect of the Covid-19 pandemic; and title to
properties as well as those factors discussed in the Annual
Information Form of the Company dated April
1, 2020 in the section entitled "Risk Factors", under Sun
Metals' SEDAR profile at www.sedar.com.
Although Sun Metals has attempted to identify important
factors that could cause actual actions, events or results to
differ materially from those described in forward-looking
information, there may be other factors that cause actions, events
or 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. Sun Metals disclaims any
intention or obligation to update or revise any forward-looking
information, whether as a result of new information, future events
or otherwise unless required by law. Accordingly, readers should
not place undue reliance on forward-looking information.
SOURCE Sun Metals