District Metals Announces $3 Million Brokered Private Placement Financing
907-1030 West Georgia Street, Vancouver, BC, V6E 2Y3
Telephone: (604) 288-4430
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
District Metals Announces $3 Million Brokered Private
Placement Financing
Vancouver, B.C. January 30, 2023
January 30, 2023 – District Metals Corp. (TSX-V: DMX) (FRA: DFPP); (“District” or the
“Company”) is pleased to announce that it has entered into an agreement with PI Financial Corp.
(the “Agent”) to act as lead agent and sole bookrunner, on behalf of a syndicate of agents
including Haywood Securities Inc ( together with the Agent, the “Agents”), for a marketed best
efforts private placement of up to 20,000,000 units (the “ Units”), at a price of C$0.15 per Unit
(the “Offering Price” ) to raise aggregate gross proceeds of up t o C$3,000,000, subject to a
minimum offering of 16,574,440 Units for aggregate gross proceeds of C $2,486,166 (the
“Offering”).
Each Unit shall be comprised of one common share (“ Common Share”) in the capital of the
Company and one -half of one Common Share purchase warrant ( each whole such warrant, a
“Warrant”) of the Company. Each Warrant shall entitle the holder thereof to acquire one
Common Share at a price of C$0.20 for a period of three (3) years from the closing date (the
“Closing Date”) of the Offering.
The net proceeds from the Offering will be used for exploration activities at the Company’ s
polymetallic properties in Sweden, and for working capital and general corporate purposes.
All of the Units offered in the Offering shall be offered to purchasers pursuant to the listed issuer
financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions and
will not be subject to resale restrictions pursuant to applicable Canadian securities laws.
The Offering is anticipated to close on or about February 9, 2023, or such later date as the
Company may determine. The closing is subject to certain condit ions including, but not limited
to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX
Venture Exchange.
The Company has agreed to pay to the Agents a cash commission equal to 6% of the gross
proceeds of the Off ering. In addition, the Company has agreed to issue to the Agents
compensation options of the Company exercisable for a period of 36 months, to acquire in
907-1030 West Georgia Street, Vancouver, BC, V6E 2Y3
Telephone: (604) 288-4430
aggregate that number of Common Shares which is equal to 6% of the number of Units sold under
the Offering at the Offering Price.
There is an offering document related to this Offering that can be accessed under the District’s
profile at www.sedar.com and at www.districtmetals.com. Prospective investors should read this
offering document before making an investment decision.
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 District Metals Corp.
District Metals Corp. is led by industry professionals with a track record of success in the mining
industry. The Company’s mandate is to seek out, explore, and develop prospective mineral
properties through a disciplined science-based approach to create shareholder value and benefit
other stakeholders.
The advanced exploration stage Tomtebo Property, located in the Bergslagen Mining District of
south-central Sweden, is the Company’s main focus. The Tomtebo Property comprises 5,144 ha,
and is situated between the historic Falun Mine and Boliden’s Garpenberg Mine located 25 km
to the northwest and southeast, respectively. Two historic polymetallic mines and numerous
polymetallic showings are located on the Tomtebo Property along an approximate 17 km trend
that exhibits similar geology, structure, alteration and VMS/SedEx style mineralization as other
significant mines within the district. Mineralization that is open at depth and along strike at the
historic mines on the Tomtebo Property has not been followed-up on and modern systematic
exploration has never been conducted on the Property.
On Behalf of the Board of Directors
“Garrett Ainsworth”
President and Chief Executive Officer
(604) 288-4430
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
907-1030 West Georgia Street, Vancouver, BC, V6E 2Y3
Telephone: (604) 288-4430
Cautionary Statement Regarding “Forward-Looking” Information.
This news release contains certain statements and information that may be considered "forward -looking statements" and "forward-looking
information" within the meaning of applicable securities laws. In some cases, but not necessarily in all cases, forward-looking statements and
forward-looking information can be identified by the use of forward- looking terminology such as "plans", "targets", "expects" or "does not
expect", "is expected", "an opportunity exists", "is positioned", "estimates", "intends", "assumes", "anticipates" or "does not anticipate" or
"believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "will"
or "will be taken", "occur" or "be achieved" and other similar expressions. In addition, statements in this news release that are not historical
facts are forward looking statements, including statements or information concerning the use of proceeds of the Offering; the Company's
expectations about when the Offering will close, if the Offering closes at all; the Company's expectation that it will meet the requirements of the
TSX-V necessary to have the Common Shares underlying the Units and Warrants listed; the size and other terms of the Offering and the expectation
that all of the closing conditions will be met.
These statements and other forward-looking information are based on assumptions and estimates that the Company believes are appropriate and
reasonable in the circumstances, including, without limitation, assumptions about the future prices of precious metals; the price of other
commodities such as coal, fuel and electricity; currency exchange rates and interest rates; favourable operating conditions; political stability;
timely receipt of governmental approvals, licences and permits (and renewals thereof); access to necessary financing; stability of labour markets
and market conditions in general; availability of equipment; the accuracy of mineral resource estimates and preliminary economic assessments;
estimates of costs and expenditures to complete the Company's programs and goals; and there being no significant disruptions affecting the
development and operation of the project, including due to the COVID-19 pandemic.
There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those
anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include
risks associated with the business of the Company; business and economic conditions in the mining industry generally; the sup ply and demand
for labour and other project inputs; changes in commo dity prices; changes in interest and currency exchange rates; risks relating to inaccurate
geological and engineering assumptions; risks relating to unanticipated operational difficulties; failure of equipment or processes to operate in
accordance with specifications or expectations; cost escalations; unavailability of materials and equipment; government action or delays in the
receipt of government approvals; industrial disturbances or other job action; unanticipated events related to health, safety and environmental
matters; risks relating to adverse weather conditions; political risk and social unrest; changes in general economic conditio ns or conditions in
the financial markets ; ongoing war in Ukraine, rising inflation and interest rates and the impact they will have on the Company’s operations,
supply chains, ability to access mining projects or procure equipment, supplies, contractors and other personnel on a timely basis or at all and
economic activity in general; and other risk factors as detailed from time to time in the Company's continuous disclosure documents filed with
Canadian securities regulators.The Company does not undertake to update any forward- looking information, except in accordance with
applicable securities laws.