EDM Announces Non-Brokered Private Placement
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NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
NEWS RELEASE MARCH 1, 2023
EDM ANNOUNCES NON-BROKERED PRIVATE PLACEMENT
Halifax, Nova Scotia, March 1, 2023 – EDM Resources Inc. (TSX-V: EDM) (“EDM” or the “Company”) is pleased to
announce a non-brokered hard dollar and flow-though private placement for aggregate gross proceeds of up to C$1,650,000
(the “Offering”).
The Company’s President and CEO, Mr. Mark Haywood, commented: “We are very pleased to provide an opportunity
for investors to participate in this private placement , which the Company anticipates being the last prior to the
commencement of commercial production presently scheduled for January 2024. The majority of the net proceeds of the
hard dollar component of this financing is planned to exchange the Company ’s C$3 million cash environmental bond
with a surety environmental bond, which in effect releases the C$3 million to EDM’s treasury. The proceeds of the flow-
through component of the financing will be use d to advance the Company’s exploration projects which are near to the
Scotia Mine.
With only 20 million shares currently issued and outstanding, EDM is a tightly held, publicly traded mining company
which in the last 3 years has taken the Scotia Mine from a moth-balled project to a permitted and compliant mine, financed
to commercial production by one of the world’s largest traders of physical non-ferrous metals, Geneva based IXM S.A.”
The hard dollar component of the Offering is a non-brokered private placement of up to 3,000,000 units (“HD Units”) of
the Company (the “Hard Dollar Offering”) at a price of C$0.50 per HD Unit, each HD Unit consisting of one common
share of the Company (each an “HD Share”) and one share purchase warrant entitling the holder to purchase one common
share of the Company (each an “HD Warrant Share”) at a price of C$0.75 for each HD Warrant Share, until the date that
is 36 months from the closing of the Hard Dollar Offering. The Company will use the net proceeds from the HD Offering
to advance geotechnical and environmental bonding work at its wholly-owned Scotia Mine, located 60 km north of Halifax
(the “Scotia Mine”), to pay deposits for critical long-lead time equipment required to commence mining operations at the
Scotia Mine, and for general working capital purposes.
The flow-through component of the Offering is a non-brokered private placement of up to 250,000 common shares (“FT
Units”) of the Company (the “Flow-Through Offering”) at a price of C$0.60 per FT Unit, each FT Unit consisting of one
common share of the Company (each an “FT Share”) and one half of one share purchase warrant entitling the holder to
purchase one common share of the Company (each an “FT Warrant Share”) at a price of C$0.75 for each FT Warrant
Share until the date that is 36 months from the closing of the Flow-Through Offering. The Company will use the gross
proceeds from the Flow-Through Offering to conduct exploration work on its mineral properties qualifying as Canadian
Exploration Expenditures, as such term is defined in the Income Tax Act (Canada).
Certain directors, officers and other insiders of the Company are expected to acquire securities under the Offering. Such
participation will be a “related party transaction” as such term is defined in Multilateral Instrument 61-101- Protection of
Minority Security Holders in Special Transactio ns ( “MI 61 -101”) but is exempt from the valuation and minority
shareholder approval requirements of MI 61-101.
The Offering is subject to the TSX Venture Exchange approval.
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
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States. The securities 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 state securities laws and may not be offered or sold within the United States or to U.S.
Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such
registration is available.
About EDM Resources Inc.
EDM is a Canadian exploration and mining company that has full ownership of the Scotia Mine and related facilities near
Halifax, Nova Scotia. Through its wholly owned subsidiary, EDM also holds several prospective exploration licenses near
its Scotia Mine and in the surrounding regions of Nova Scotia.
The Company ’s common shares are traded on the TSX Venture Exchange under the symbol “EDM”. For more
information, please contact:
Mark Haywood President & Chief Executive Officer
Kevin Farrell Chief Financial Officer
Simion Candrea Vice President
Head Office Purdy’s Wharf, 1959 Upper Water Street, Suite 1301, Nova Scotia, B3J 3N2, Canada
Telephone +1 (902) 482 4481
Facsimile +1 (902) 422 2388
Email & Web [email protected] & www.EDMresources.com
The Company’s corporate filings and technical reports can be viewed on the Company’s SEDAR profile at
www.sedar.com. Further information on EDM is also available on Facebook at
http://www.facebook.com/EDMresources.inc Twitter at http://www.twitter.com/EDMresources and LinkedIn at
http://www.linkedin.com/company/EDMresources.
CAUTIONARY STATEMENTS
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 news release.
This news release includes certain forward-looking statements which are not comprised of historical facts. Forward-looking
statements include estimates and statements that describe the Company’s future plans, objectives or goals, including words
to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements
may be identified by such terms as “believes”, “anticipates”, “expects”, “estimates”, “may”, “should”, “could”, “would”,
“will”, or “plan”. Since forward-looking statements are based on assumptions and address future events and conditions, by
their very nature they involve inherent risks and uncertainties. Although these statements are based on information
currently available to the Company, the Company provides no assurance that actual results will meet management’s
expectations. Risks, uncertainties, and other factors involved with forward-looking information could cause actual events,
results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-
looking information. Forward-looking information in this news release includes, but is not limited to, the Company’s
objectives, goals or future plans, statements, potential mineralization, exploration and development results, the
estimation of mineral resources, exploration and mine development plans, timing of the commencement of operations
and estimates of market conditions. There can be no assurance that forward-looking 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 EDM’s expectations include, among others, the degree to which
mineral resource and reserve estimates are reflective of actual mineral resources and reserves, the degree to which factors
are present which would make a mineral deposit commercially viable, the price of zinc, lead and gypsum, uncertainties
relating to availability and costs of financing needed in the future, changes in equity markets, risks related to international
operations, the actual results of current exploration activities, delays in the development of projects, conclusions of
economic evaluations and changes in project parameters as plans continue to be refined as well as future prices of metals,
ability to predict or counteract potential impact of COVID-19 coronavirus on factors relevant to the Company’s business,
as well as those factors discussed in the section entitled “Risk Factors” in EDM’s management’s discussion and analysis of
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the Company’s annual financial statements for the period ended December 31, 2021. Although EDM has attempted to
identify important factors that could cause actual results to differ materially, there may be other factors that cause results to
be not as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as
actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers
should not place undue reliance on forward-looking statements.