Latin Metals Inc. (
“Latin Metals”
or the
“Company”) -
(TSXV: LMS)
(
OTCQB: LMSQF) announces that it has closed
its previously announced non-brokered private placement
(the “Financing”) for aggregate gross proceeds of $2,000,000
through the issuance of 25,000,000 units (each a “Unit”) at a
subscription price of $0.08 per Unit.
Each Unit consists 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.
In connection with the
closing of the Financing, the Company paid finder’s fees on a
portion of the Financing to Leede Financial Inc. consisting of a
$70,350 cash commission and 879,375 finder’s warrants, each
finder’s warrant entitling 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 by the Company
pursuant to the Financing are subject to a hold period of four
months and one day in Canada.
Certain officers, directors and a control person
of the Company (collectively, the “Related Parties”) participated
in the Financing pursuant to the terms described above, purchasing
in aggregate 10,225,000 Units. These constitute related party
transactions pursuant to Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
(“MI 61-101”). The Company relied on Sections 5.5(a) and
5.7(1)(a) of MI 61-101 for an exemption from the formal valuation
and minority shareholder approval requirements, respectively, as at
the closing of the Financing, neither the fair market value of the
Units issued in connection with the Financing, nor the fair market
value of the consideration received by the Company for same,
insofar as it involved the Related Parties, exceeded 25% of the
Company’s market capitalization.
The proceeds from the
Financing are intended to be used for mineral exploration, project
generation, project acquisition, repayment of loans, and for
general working capital. The closing of the Financing is subject to
receipt of TSX Venture Exchange final approval.
About Latin
Metals
Latin Metals is a
mineral exploration company acquiring a diversified portfolio of
assets in South America. The Company operates with a Prospect
Generator model focusing on the acquisition of prospective
exploration properties at minimum cost, completing initial
evaluation through cost-effective exploration to establish drill
targets, and ultimately securing joint venture partners to fund
drilling and advanced exploration. Shareholders gain exposure to
the upside of a significant discovery without the dilution
associated with funding the highest-risk drill-based
exploration.
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.sedarplus.ca.
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, the use of proceeds from the Financing 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.
Forward-looking statements are typically identified by words such
as: “believes”, “expects”, “anticipates”, “intends”, “estimates”,
“plans”, “may”, “should”, “would”, “will”, “potential”, “scheduled”
or variations of such words and phrases and similar expressions,
which, by their nature, refer to future events or results that may,
could, would, might or will occur or be taken or achieved.
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 information. Such risks and other
factors include, among others, statements as to the anticipated
business plans and timing of future activities of the Company, the
ability of the Company to obtain sufficient financing to fund its
business activities and plans, delays in obtaining governmental and
regulatory approvals (including of the TSX Venture Exchange for the
Financing), permits or financing, changes in laws, regulations and
policies affecting mining operations, currency fluctuations, title
disputes or claims, 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, financial condition
and results of operations, changes in laws, regulations and
policies affecting mining operations, title disputes, the inability
of the Company to obtain any necessary permits, consents, approvals
or authorizations, the timing and possible outcome of any pending
litigation, environmental issues and liabilities, and risks related
to joint venture operations, and other risks and uncertainties
disclosed in the Company’s continuous disclosure documents. All of
the Company’s Canadian public disclosure filings may be accessed
via www.sedarplus.ca and readers are urged to review these
materials.
Readers are cautioned not to place undue
reliance on forward-looking statements. The Company does not
undertake any obligation to update any of the forward-looking
statements in this news release or incorporated by reference
herein, except as otherwise required by law.
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