OR FOR Dissemination IN the United States News Release April 2 0 , 202 3
-
1
-
NOT
FOR
DISTRIBUTION
TO
U.S.
NEWSWIRE
SERVICES
OR
FOR
DISSEMINATION
IN
THE
UNITED
STATES
NEWS
RELEASE
APRIL
2
0
, 202
3
EDM
ANNOUNCES
UPSIZE TO
NON
-
BROKERED PRIVATE PLACEMENT
Halifax,
Nova
Scotia,
April
2
0
,
202
3
–
EDM
Resources Inc
.
(
TSX
-
V:
EDM
)
(
“
EDM
”
or
the
“
Company
”
)
is pleased
to
announce
that its previously announced
non
-
brokered
hard dollar and flow
-
though
private placement for aggregate gross
proceeds of up to C$
1,
6
5
0,000
(the
“
Offering
”
)
has been increased to
up to C$1,
80
0,000
.
The hard dollar component of the Offering is
a non
-
brokered private
placement
of up to
3,300,000
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 H
ard Dollar
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.
6
0 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 qualify
ing
as Canadian
Exploration Expenditures, as such term is defined in the
Income Tax Act
(Canada).
There is an offering docum
ent related to the Offering that can be accessed under the Company’s profile at
www.sedar.com
and on the Company’s web page at
www.
EDM
resources.com
.
Prospective investors should read this offering document
before making an investment decision.
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 Transactions (
“
MI 61
-
101
”
)
but is exempt from the
valuation and minority
shareholder approval requirements of MI 61
-
101.
The Offering is subjec
t 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 Un
ited
States. The securities have not been and will not be registered under the United State
s 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
-
2
-
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
V
ice 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
&
Web
info
@
EDMresources.com
&
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
at
http://www.facebook.com/EDMresources.inc
,
at
http://www.twitter.com/EDMresources
and
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
assur
ance
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
re
serve
estimates
are
reflective
of
actual
mineral
resources
and
reserves,
the
degree
to
which
factors
are present
which
would
make
a
mineral
deposi
t
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
exploratio
n a
ctivities,
delays
in
the
development
of
projects,
conclusions
of
economic
evaluations
and
changes
in
project
parameters
a
s p
lans
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
“
Ris
k
Factors
”
in
EDM
’
s
management
’
s
discussion
and
analysis
of
the
Company
’
s
annual
financial
statements
for
the
perio
d e
nded
December
31,
202
1
.
Although
EDM
has
attempted
to
identify
important
factors
that
could
cause
actual
results
t
o differ
materially,
there
may
be
other
factors
that
cause
results
to
be
not
as
anticipated,
estimated
or
intended.
There
can
b
e
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.