Ares Strategic Mining Closes Third Tranche of Non-Brokered Private Placement Offering
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Ares Strategic Mining Closes Third Tranche of
Non-Brokered Private Placement Offering
Vancouver, B.C. June 28, 2024 — Ares Strategic Mining Inc. (CNS X: ARS) (“Ares” or the “ Company”) is pleased to
announce that it has closed the third tranche of its previously announced offering of units (each, a “Unit”) by issuing
2,009,651 Units at a price of $0.18 per Unit, for aggregate gross proceeds of $361,737.18.
On May 10, 2024, the Company announced a non-brokered private placement offering of Units (the “LIFE Offering”)
at a price of $0.18 per Unit pursuant to the listed issuer fina ncing exemption under Part 5A of National Instrument
45-106 – Prospectus Exemptions (the “LIFE Exemption”). On June 18, 2024, in connection with the LIFE Offering, the
Company filed an amended and restated offering document (the “ Amended Offering Document”) to amend the
terms of the LIFE Offering and offer up to 16,111,111 units at $0.18 per Unit for gross proceeds of up to $2,900,000
(the “Amended LIFE Offering”). To date, the Company has raised an aggregate amount of $2,4 35,744.52 from the
first, second and third tranche closings.
For additional details relating to the LIFE Offering and Amended LIFE Offering, please see the Company’s previously
filed news releases which are available under the Company’s profile on www.sedarplus.com.
Each Unit consists of one (1) common share in the capital of the Company (each, a “Common Share”) and one non-
transferable Common Share purchase warrant (each, a “Warrant”). Each Warrant is exercisable into one (1) Common
Share (each, a “ Warrant Share”) at a price of $0.26 per Warrant Share for a period of two (2 ) years following the
closing date of the Amended LIFE Offering, provided that, if th e 10-day volume-weighted average trading price of
the Common Shares as quoted on the Canadian Securities Exchange (the “CSE”) (or such other securities exchange
on which the Common Shares may be traded at such time) is equal to or greater than $0.40 at the close of any
trading day, then the Company ma y, at its discretion, accelerate the expiry date of the Warrants by issuing a news
release (a “Warrant Acceleration News Release”) announcing that the expiry date of the Warrants shall be deemed
to be on the 30th day following the date of the Warrant Acceleration News Release (the “Accelerated Expiry Date”)
(the “ Acceleration Clause ”). All Warrants that remain unexercised following the Accelera ted Expiry Date shall
immediately expire and all rights of holders of such Warrant shall be terminated without any compensation to such
holder. Units offered under the Life Exemption will not be subj e c t t o r e s a l e r e s t r i c t i o n s f o r C a n a d i a n r e s i d e n t
investors pursuant to applicable Canadian securities laws.
In connection with the closing of the third tranche, an aggregate of $16,787.51 was paid in cash and a total of 93,263
finder’s warrants (each, a “Finder’s Warrant”) were issued to certain finders as finder’s fees. Each Finder’s Warrant
entitles the holder thereof to acquire one (1) common share in the capital of the Company (a “ Finder’s Warrant
Share”) at a price of $0.26 per Finder’s Warrant Share for a period of two (2) years following the closing date of the
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third tranche. The Finder’s Warrants are subject to the Acceleration Clause. Any securities issued as finder’s fees are
subject to a 4-month hold period from the date of issuance.
The balance of the Amended LIFE Offering is expected to close on or before August 1, 2024, and is subject to certain
conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals. The Company
intends to use the proceeds of the Amended LIFE Offering as dis closed in the Amended LIFE Offering Document
dated June 17, 2024, which is available under the Company’s profile on www.sedarplus.com and on the Company’s
website (www.aresmining.com), for completing the ramp installation to intersect fluorspar mineralization at depth
at its Lost Sheep fluorspar property located in Delta, Utah, to provide feed for the manufacturing facility which is
currently under construction and for general and corporate working capital purposes.
None of the securities issued i n connection with the Amended LI FE Offering will be registered under the United
States Securities Act of 1933, as amended (the “1933 Act”), and none of them may be offered or sold in the United
States absent registration or an applicable exemption from the registration requirements of the 1933 Act. This news
release shall not constitute an offer to sell or a solicitation of a n offer t o bu y nor shal l there be an y sale of the
securities in any state where such offer, solicitation, or sale would be unlawful.
ON BEHALF OF THE BOARD OF DIRECTORS OF
ARES STRATEGIC MINING INC.
James Walker
Chief Executive Officer and President
For further information, please contact James Walker by email at [email protected]
DISCLOSURE AND FORWARD-LOOKING STATEMENTS:
Certain statements contained in this news release constitute fo rward-looking information. These statements relate
to future events or future performance. The use of any of the w ords “could”, “intend”, “e xpect”, “believe”, “will”,
“projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are
intended to identify forward-looking information and are based on the Company’s current belief or assumptions as
to the outcome and timing of such future events.
In particular, this news release contains forward-looking information relating to, among other things, the Amended
LIFE Offering, including the total anticipated proceeds, the ex pected use of proceeds and the closing (including the
proposed closing date) of the balance of the Amended LIFE Offer ing. Various assumptions or factors are typically
applied in drawing conclusions or making the forecasts or proje ctions set out in forward-looking information,
including the assumption that th e Company will close the balanc e o f A m e n d e d L I F E O f f e r i n g o n t h e t i m e l i n e
anticipated, will raise the balance of the gross proceeds from the Amended LIFE Offering and will use the proceeds
of the Amended LIFE Offering as anticipated. Those assumptions and factors are based on information currently
available to the Company. Although such statements are based on reasonable assumptions of the Company’s
management, there can be no assurance that any conclusions or forecasts will prove to be accurate.
Forward-looking information involves known and unknown risks, u ncertainties and other factors which may cause
the actual results, performance or achievements to be materiall y different from any future results, performance or
achievements expressed or implied by the forward-looking inform ation. Such factors include: the risk that the LIFE
Offering does not close on the timeline expected, or at all; the risk that the Company raises less than the anticipated
amount of gross proceeds from the Amended LIFE Offering; the ri sk that the Company does not use the proceeds
from the Amended LIFE Offering as currently expected; risks inherent in the exploration and development of mineral
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deposits, including risks relating to changes in project parameters as plans continue to be redefined and the risk that
exploration and development activities will cost more than the amount budgeted for such activities by the Company;
risks relating to changes in mineral prices and the worldwide d emand for and supply of minerals; risks related to
increased competition and current global financial conditions; access and supply risks; risks associated with the
Company’s reliance on key personnel; operational risks; regulatory risks, including risks relating to the acquisition of
the necessary licenses and permits; financing, capitalization and liquidity risks; title and environmental risks; and risks
relating to the failure to receive all requisite regulatory approvals. The forward-looking information contained in this
news release is made as of the date hereof, and the Company is not obligated to update or revise any forward-looking
information, whether as a result of new information, future eve nts or otherwise, except as required by applicable
securities laws. Because of the risks, uncertainties and assump tions contained herein, investors should not place
undue reliance on forward-looking information. The foregoing st atements expressly qualify any forward-looking
information contained herein.
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED
OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.