News Wire Services** New Energy Metals Closes over-Subscribed Non-Brokered Private Placement
#2300 – 1177 West Hastings Street, Vancouver, BC, Canada, V6E 2K3
Phone: 604-484-1232 / Fax: 604-408-7499
**NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO
UNITED STATES NEWS WIRE SERVICES**
NEW ENERGY METALS CLOSES OVER-SUBSCRIBED
NON-BROKERED PRIVATE PLACEMENT
NR19-06 May 28, 2019
Vancouver, B.C. – New Energy Metals Corp. ( "New Energy Metals " or the " Company")
(TSX.V: ENRG) (OTC: NEMCF) announces that it has closed an over -subscribed non-brokered
private placement as previously announced on April 29, 2019 (th e "Offering"). On May 27,
2019 the Company issued 15,661,266 units (the "Units") at a pri ce of $0.12 per Unit for gross
proceeds of $1,879,351.92. Each Unit consists of one common sh are in the capital of the
Company and two one-half (½) of one common share purchase warra nts (each half warrant
referred to as ½ Warrant A and ½ Warrant B, respectively; and c ollectively Warrant A and
Warrant B, are referred to as the "Warrants").
Each whole Warrant A entitles the holder thereof to purchase on e common share in the capital of
the Company at an exercise price of $0.20 per share for a perio d of 24 months, expiring on May
27, 2021. Each whole Warrant B entitles the holder thereof to purchase one common share in
the capital of the Company at an exercise price of $0.30 per sh are for a period of 24 months,
expiring on May 27, 2021 from the closing of the Offering. In the event the closing price of the
Company's common shares on the TSX Venture Exchange (the "TSXV" ) is equal to or greater
than $0.50 (for the Warrant As) or $0.75 (for the Warrant Bs) p er common share, respectively,
for a minimum of ten consecutive trading days commencing four m onths and one day after the
closing of the Offering, the Company may accelerate the expiry date of the Warrants by
providing notice to the holders thereof and, in such case, the Warrants will expire on the 30th
day after the date on which such notice is given by the Company.
In connection with the Offering, the Company paid aggregate fin der's fees of $71,985.39 cash
and 599,653 Finder’s Warrants, which were paid to PI Financial Corp. (as to $48,278.40 and
402,320 Finder’s Warrants), Haywood Securities Inc. (as to $6,2 40.00 and 52,000 Finder’s
Warrants) and to Dynamis Capital Corp (as to $17,439.99 and 145 ,333 Finder’s Warrants), all
arm's length parties to the Company. All Finder’s Warrants iss ued have the same terms and
conditions as the subscriber warrants issued under the Offering however, they are non-
transferable and have an exerci se price of $0.12 for a period o f two years expiring on May 27,
2021.
All securities issued in connection with the Offering have a fo ur-month and one day hold period
in Canada, ending on September 28, 2019.
Net proceeds from the Placement will be used to fund exploratio n and development of New
Energy Metals' projects as well as for general corporate purposes.
NR19-06 Continued 2 May 28, 2019
None of the foregoing securities have been and will not be regi stered under the United States
Securities Act of 1933 , as amended (the "1933 Act") or any applicable state securitie s laws and
may not be offered or sold in the United States or to, or for t he account or benefit of, U.S.
persons (as defined in Regulation S under the 1933 Act) or pers ons in the United States absent
registration or an applicable e xemption from such registration requirements. This press release
does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale
of the foregoing securities in any jurisdiction in which such o ffer, solicitation or sale would be
unlawful.
About the Company
New Energy Metals is focused on the exploration and development of energy metals in Chile.
The Company's assets include the Cristal copper project located in northern Chile and several
prospective cobalt projects in Chile's past producing San Juan cobalt district.
On behalf of New Energy Metals Corp.
César López, President & CEO
T: 604.484-1232
E: [email protected] / W: www.newenergymetals.ca
Neither the TSX Venture Exchange nor its Regulation Services Pr ovider (as that term is defined
in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy
of this release.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statements and forward-looking information (collectively, "forward-
looking statements") within the meaning of applicable Canadian and U.S. securities legislation, including the
United States Private Securities Litigation Reform Act of 1995 . All statements, other than statements of historical
fact, included herein including, without limitation, the intended use of the proceeds received from the Offering, the
Company's expectation that it will be su ccessful in enacting its business plans, anticipated results from exploration
activities, and the anticipated business plans and timing of future activities of the Company, are forward-looking
statements. Although the Company believes that such statements are reasonable, it can give no assurance that such
expectations will prove to be correct. Forward-looking statements are typically identified by words such as:
"believes", "will", "expects", "anticipates", "intends", "estimates", "plans", "may ", "should", "potential",
"scheduled", or variations of such words and phrases and similar expressions, which, by their nature, refer to future
events or results that may, could, would, might or will occur or be taken or achieve d. In making the forward-
looking statements in this news release, the Company ha s applied several material as sumptions, including without
limitation, that investor interest will be sufficient to clos e the Offering and the receipt of any necessary regulatory
approvals in connection with the Offering, including TSXV acceptance of same.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company to differ materially from any future results,
performance or achievements expressed or implied by the forward-looking statements. Such risks and other factors
include, among others, lack of investor interest in the Offe ring, actual results of exploration activities, requirements
for additional capital, future prices of precious metals, copper and cobalt, changes in general economic conditions,
changes in the financial markets and in the demand and market price for commodities, other risks of the mining
industry, the inability to obta in any necessary governmental and regulator y approvals (including TSXV acceptance
of the Offering), changes in laws, regulations and policies affecting mining operations, hedging practices, and
currency fluctuations, as well as those factors discussed under the heading "Risks and Uncertainties" in the
Company's most recent management's discussion and analysis and other filings of the Company with the Canadian
Securities Authorities, copies of which can be found under the Company's profile on the SEDAR website at
NR19-06 Continued 3 May 28, 2019
www.sedar.com.
Readers are cautioned not to place undue reliance on forward-looking statements. Except as otherwise required by
law, the Company undertakes no obligation to update any of the forward-looking information in this news release or
incorporated by reference therein.