District Metals Announces Closing of $3 Million Brokered Private Placement Financing
District Metals Announces Closing of $3
Million Brokered Private Placement Financing
Vancouver, British Columbia--(Newsfile Corp. - March 2, 2023) -
District Metals Corp. (TSXV: DMX)
(FSE: DFPP)
("
District"
or the "
Company
") has closed its previously announced brokered private
placement financing pursuant to an agency agreement with PI Financial Corp. and Haywood Securities
Inc. (together, the "
Agents
"), raising aggregate gross proceeds of $3,000,000 (the "
Offering
"). Under
the terms of the Offering, the Company issued a total of 20,000,000 units (the "
Units
") at a price of
$0.15 per Unit.
Garrett Ainsworth, President & CEO of District, commented: "I would like to thank existing and new
shareholders of District for their strong support on this financing where demand far exceeded the total
amount raised. Over 90% of this financing was allocated to five institutional investors, three of which are
new to our share registry. We are now sufficiently capitalized to advance our polymetallic properties and
to take advantage of additional opportunities in Sweden."
Each Unit consists of one common share in the capital of the Company and one-half of one common
share purchase warrant (each whole such purchase warrant, a "
Warrant
"). Each Warrant entitles the
holder thereof to acquire one common share in the capital of the Company (a "
Warrant Share
") at an
exercise price of $0.20 per Warrant Share for a period of 36 months from the closing date.
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.
In connection with the Offering, the Company paid cash commissions of $192,620 to PI Financial Corp.
and $48,155 to Haywood Securities Inc. and issued: 950,400 compensation options to PI Financial
Corp., 237,600 compensation options to Haywood Securities Inc. and 12,000 compensation options to
Leede Jones Gable Inc. Each such compensation option entitles the holder to purchase one common
share of the Company at a price of $0.15 per share for a period of 36 months from the date of issuance.
The offering remains subject to the final approval of the TSX Venture Exchange (the "
TSXV
").
The Units were offered pursuant to the listed issuer financing exemption under Part 5A of National
Instrument 45-106 -
Prospectus Exemptions
. Other than Units issued to insiders of the Company, the
Units will not be subject to resale restrictions pursuant to applicable Canadian securities laws.
A related party of the Company purchased 150,000 Units in the Offering. The issuance of Units to this
related party is considered to be a related party transaction within the meaning of TSXV Policy 5.9 and
Multilateral Instrument 61-101 ("
MI 61-101
"). The Company has relied on the exemptions from the
valuation and minority shareholder approval requirements of MI 61-101 (and Policy 5.9) as the fair
market value of the Units issued to such person does not exceed 25% of the Company's market
capitalization. The securities issued to the insider of the Company in the Offering are subject to a four-
month hold period ending on July 3, 2023 in accordance with the policies of the TSXV.
The securities issued pursuant to the Offering have not been, and will not be, registered under the United
States Securities Act of 1933, as amended (the "
U.S. Securities Act
") or any applicable U.S. state
securities laws, and may not be offered or sold in the United States This news release shall not
constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall
there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be
unlawful.
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.
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, final approval of the TSXV in connection
with the Offering and the belief that the Company is sufficiently capitalized to advance its polymetallic
properties and to take advantage of additional opportunities in Sweden.
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 supply and demand for labour and other project inputs; changes in commodity
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 conditions or conditions in the financial markets; 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.
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DISSEMINATION IN THE UNITED STATES
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