Cornish Metals Closes First Tranche of Fundraising
08 February 2025 - 5:00AM
Cornish Metals Inc. (
AIM/TSX-V:
CUSN) (“Cornish Metals” or the “Company”), a mineral
exploration and development company focused on advancing its 100%
owned and permitted South Crofty tin project in Cornwall, United
Kingdom, is pleased to announce that it has closed the first
tranche of the Fundraising previously announced on January 28, 2025
(the “Launch Announcement”). Proceeds of the Fundraising will be
principally used to ensure that the Company can continue with its
path to development through completing the shaft refurbishment and
de-watering process, the start of early project works, ordering
long lead items and completion of the project finance process and
up to the point of the formal final investment decision at its
South Crofty Tin Mine. Capitalised terms in this announcement have
the same meaning as in the Launch Announcement unless otherwise
indicated.
On February 7, 2025, Cornish Metals issued a
total of 133,817,678 common shares, comprising: 97,742,899 First
Tranche Placing Shares; 34,722,222 First Tranche VBR Subscription
Shares; and 1,352,557 First Tranche Director Subscription Shares,
raising gross proceeds of £10,705,414 (approximately C$19,133,787).
In connection with closing of the first tranche of the Fundraising,
total commission payable to the Placing Agents in respect of the
First Tranche Placing Shares is £390,972 (approximately C$698,784).
All C$ equivalents of the amounts referred to in this announcement
have been calculated using the Bank of Canada's closing exchange
rate for January 24, 2025 of C$1.7873/£1.
For further details of the Fundraising, please
refer to: (i) the Launch Announcement; (ii) the news release dated
January 28, 2025 (Titled: “Result of Fundraising”); and (iii) the
news release dated January 31, 2025 (Titled: “Results of Retail
Offer”), copies of which are available on the Company’s profile on
SEDAR+ at www.sedarplus.ca.
Participation by the Participating Directors
constitutes a “related party transaction” within the meaning of
Policy 5.9 of the rules and policies of the TSX-V and Multilateral
Instrument 61-101 — Protection of Minority Security Holders in
Special Transactions (“MI 61-101”). Vision Blue Resources is also
deemed to be a “related party” of the Company pursuant to MI 61-101
given that it holds more than 10% of the Company’s issued share
capital. The “related party transaction” requirements under Policy
5.9 of the TSX-V and MI 61-101 do not apply to the Participation
Right, since the subscription by Vision Blue of the VBR
Participation Right Shares satisfies the exclusion from such
requirements under Section 5.1(h)(iii) of MI 61-101. In connection
with the Director Participations, the Company is relying on: (i)
the exemption from the formal valuation requirement in section
5.5(b) of MI 61-101 as a result of the Common Shares only being
listed on the TSX-V and being admitted for trading on AIM; and (ii)
the exemption from the minority approval requirement in section
5.7(1)(a) of MI 61-101 as neither the fair market value of the
Common Shares to be distributed to, nor the fair market value of
the consideration to be received from, insofar as it involves
interested parties (being, Vision Blue in respect of the Additional
VBR Subscription and the Director Participations), exceeds 25% of
the Company’s market capitalization.
In accordance with applicable Canadian
securities legislation, the First Tranche Placing Shares, the First
Tranche VBR Subscription Shares and the First Tranche Director
Subscription Shares will be subject to a hold period of four months
which expires on June 8, 2025, such hold period will only apply to
trades (as defined under applicable Canadian securities
legislation) of such shares in Canada or through a market in
Canada, such as the TSX-V.
ON BEHALF OF THE BOARD OF
DIRECTORS
“Don Turvey”Don Turvey
For additional information please contact:
Cornish Metals |
|
Fawzi HananoIrene Dorsman |
investors@cornishmetals.com info@cornishmetals.com |
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Tel: +1 (604) 200 6664 |
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SP Angel Corporate Finance LLP (Nominated Adviser,
Joint Bookrunner & Joint
Broker) |
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Richard Morrison Charlie Bouverat Grant Barker |
Tel: +44 203 470 0470 |
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Hannam & Partners(Joint Bookrunner and
Financial
Adviser) |
|
Matthew HassonAndrew Chubb Jay Ashfield |
cornish@hannam.partners Tel: +44
207 907 8500 |
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Canaccord Genuity limited(Co-Manager) |
|
James AsensioCharlie HammondSam Lucas |
Tel: +44 207 523 8000 |
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Cavendish Capital Markets Limited(Joint
Broker) |
|
Derrick LeeNeil McDonaldLeif Powis |
Tel: +44 131 220 6939Tel: +44 207 220 0500 |
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BlytheRay(Financial PR) |
|
Tim Blythe Megan Ray |
tim.blythe@blytheray.com megan.ray@blytheray.comTel: +44 207 138
3204 |
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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.
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