/NOT FOR DISTRIBUTION TO UNITED
STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES/
VANCOUVER, BC, Oct. 28, 2021 /CNW/ - Finlay Minerals Ltd.
(TSXV: FYL) ("Finlay" or the "Company") is pleased to
announce a proposed non-brokered flow-through private placement
financing for aggregate gross proceeds of up to $300,000 (the "Private
Placement").
The Private Placement will consist of up to 1,666,666
flow-through units ("FT Units"), at a price of $0.18 per FT Unit (the "FT Unit Price"),
with each FT Unit comprising one common share of the Company which
qualifies as a "flow-through share" within the meaning of the
Income Tax Act (Canada) and
one Unit Warrant.
Each Unit Warrant shall entitle the holder thereof to acquire
one additional common share of the Company (each, a "Warrant
Share") at an exercise price of $0.25 per Warrant Share for a period of
twenty-four months from the closing of the Private Placement.
The Private Placement is expected to close on or about
November 15, 2021.
The Company also advises that a director of the Company has
agreed to subscribe for and purchase from the Company 833,333 FT
Units under the Private Placement. The Private Placement will
constitute a "related party transaction" within the meaning of
Policy 5.9 of the TSX Venture Exchange ("TSX-V") and
Multilateral Instrument 61-101 - Protection of Minority Security
Holders in Special Transactions ("MI 61-101") as
a result of the subscriber being a director and insider (as defined
under applicable securities laws) of the Company.
Related party transactions require a formal valuation and
minority shareholder approval unless exemptions from these
requirements are available. The Company is relying on the
exemption from the formal valuation requirement in section 5.5(b)
of MI 61-101 (as a result of its common shares being listed on the
TSX-V) and the exemption from the minority approval requirement in
section 5.7(1)(b) of MI 61-101 (as neither the fair market value of
the FT Units to be distributed to, nor the consideration to be paid
by the director will exceed $2,500,000). The Private Placement has been
unanimously approved by the independent directors of the Company,
with the subscribing director abstaining from voting.
The Private Placement is subject to certain conditions,
including, but not limited to, receipt of all necessary approvals,
including the approval of the TSX-V. Further, depending on
market conditions, the Company may pay a finder's fee on a portion
of the Private Placement in accordance with the rules and policies
of the TSX-V.
The net proceeds from the Private Placement will be used to fund
continued Induced Polarization geophysical surveys of the Equity
East and Allin Zones, geological mapping and sampling, and further
core drilling of priority Equity Silver and porphyry copper-type
targets on the Silver Hope Property.
The securities being offered will not be registered under the
United States Securities Act of 1933, as amended and may not be
offered or sold within the United
States absent registration or an exemption from the
registration requirements. This news release does not constitute an
offer to sell or a solicitation of an offer to buy any of the
securities in the United
States.
About Finlay Minerals Ltd.
Finlay is a TSX Venture Exchange company focused on exploration
for base and precious metal deposits in northern British Columbia. The Company's properties
are:
- the Silver Hope Property, which surrounds the
former Equity Silver Mine, includes the 2020 newly discovered
Equity East target, porphyry copper-molybdenum mineralization
discovered in 2010, along with three silver-copper mineralized
zones, in a contiguous trend with the mined-out deposits of the
former Equity Silver Mine (71 million oz. silver, 185 million lbs.
copper and 508,000 oz. gold; Reference:
http://minfile.gov.bc.ca/Summary.aspx?minfilno=093L++001).
- the ATTY Property which is contiguous to the
north side of the Kemess East deposit and adjacent to the Kemess
Underground deposit of Centerra Gold Inc., and
- the PIL Property, which is adjacent to TDG Gold's
Baker Mine and contiguous with AMARC Resource's Joy property on
which Freeport-McMoran has signed an option agreement with Amarc
Resources.
Finlay Minerals Ltd. trades under the symbol "FYL" on the TSX
Venture Exchange. For further information and details please visit
the Company's website at www.finlayminerals.com.
On behalf of the Board of Directors,
Robert F. Brown, P. Eng.
President & CEO
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.
Forward-Looking Information: This news
release includes certain "forward-looking information" and
"forward-looking statements" (collectively, "forward-looking
statements") within the meaning of applicable Canadian securities
legislation. All statements in this news release that address
events or developments that we expect to occur in the future are
forward-looking statements. Forward-looking statements are
statements that are not historical facts and are generally,
although not always, identified by words such as "expect", "plan",
"anticipate", "project", "target", "potential", "schedule",
"forecast", "budget", "estimate", "intend" or "believe" and similar
expressions or their negative connotations, or that events or
conditions "will", "would", "may", "could", "should" or "might"
occur. All such forward-looking statements are based on the
opinions and estimates of management as of the date such statements
are made. Forward-looking statements in this news release include
statements regarding, among others, the anticipated closing of the
Private Placement, the anticipated size of the Private Placement,
the receipt of approval from the TSX Venture Exchange, the expected
use of proceeds from the Private Placement and the exploration
plans for the Company's properties. Although Finlay believes
the expectations expressed in such forward-looking statements are
based on reasonable assumptions, such statements are not guarantees
of future performance and actual results or developments may differ
materially from those forward-looking statements. Factors that
could cause actual results to differ materially from those in
forward-looking statements include market prices, exploration
successes, and continued availability of capital and financing and
general economic, market or business conditions. These
forward-looking statements are based on a number of assumptions
including, among other things, assumptions regarding general
business and economic conditions, the timing and receipt of
regulatory and governmental approvals, the ability of Finlay and
other parties to satisfy stock exchange and other regulatory
requirements in a timely manner, the availability of financing for
Finlay's proposed transactions and programs on reasonable terms,
and the ability of third party service providers to deliver
services in a timely manner. Investors are cautioned that any such
statements are not guarantees of future performance and actual
results or developments may differ materially from those projected
in the forward-looking statements. Finlay does not assume any
obligation to update or revise its forward-looking statements,
whether as a result of new information, future or otherwise, except
as required by applicable law.
SOURCE Finlay Minerals Ltd.