Galway Metals Announces Closing Of $10.5 Million Bought Deal Private Placement
Galway Metals Announces Closing Of $10.5 Million Bought Deal Private Placement
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
TORONTO, ON / ACCESSWIRE / May 26, 2022 / Galway Metals Inc. (TSXV:GWM)
("Galway Metals" or the "Company"), is pleased to announce that it has closed the previously
announced bought deal private placement offering for aggregate gross proceeds of approximately
$10.5 million consisting of the sale of 6,666,700 common shares of the Company that qualify as
"flow-through shares" (within the meaning of subsection 66(15) of the Income Tax Act
(Canada)) (the "FT Shares") at a price of $0.60 per FT Share, and 15,294,200 common shares of
the Company ("Hard Dollar Shares") at a price of $0.425 per Hard Dollar Share (together, the
"Offered Securities") (the "Offering").
The Offering was carried out by a syndicate of underwriters led by Paradigm Capital Inc., and
included Laurentian Bank Securities Inc., BMO Nesbitt Burns Inc., Haywood Securities Inc.,
CIBC World Markets Inc., and Desjardins Securities Inc. (collectively, the "Underwriters").
The Offering is subject to final regulatory approval, and all securities issued and issuable
pursuant to the Offering have a hold period of four months and one day. The Company will use
the gross proceeds from the sale of the FT Shares to incur eligible "Canadian exploration
expenses" that qualify as "flow-through mining expenditures" as both terms are defined in the
Income Tax Act (Canada) ("Qualifying Expenditures") on or before December 31, 2023. The
Qualifying Expenditures will be renounced in favour of the subscribers of the FT Shares
effective December 31, 2022. The proceeds from the sale of the Hard Dollar Shares will be used
for exploration, updating technical studies, and for general corporate purposes.
As consideration for the services provided by the Underwriters in connection with the Offering:
the Underwriters received (i) a cash commission of $630,003.30; and (b) 1,317,654
compensation options (the "Compensation Options"). Each Compensation Option is exercisable
to acquire one common share of the Company on a non-flow through basis (each, a
"Compensation Option Share") at a price of $0.425 per Compensation Option Share, for a
period of 24 months following the closing of the Offering.
The securities have not been, and will not be, registered under the Unites States Securities Act of
1933, as amended (the "U.S. Securities Act"), or any U.S. state security laws, and may not be
offered or sold in the Unites States without registration under the U.S. Securities Act and all
applicable state securities laws or compliance with requirements of an applicable exemption
therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to
buy securities in the Unites States, nor shall there be any sale of these securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful.
About Galway Metals Inc.
Galway Metals is well capitalized with two projects in Canada: Clarence Stream, an emerging
gold district in New Brunswick, and Estrades, the former producing, high-grade, gold-rich VMS
polymetallic mine in Quebec. The Company began trading on January 4, 2013, after its
successful spinout to existing shareholders from Galway Resources following the completion of
the US$340 million sale of that company. With substantially the same management team and
Board of Directors, Galway Metals is keenly intent on creating similar value as it had with
Galway Resources.
Should you have any questions and for further information, please contact (toll free):
Galway Metals Inc.
Robert Hinchcliffe
President & Chief Executive Officer
1-800-771-0680
Website: www.galwaymetalsinc.com
Email: [email protected]
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Cautionary Statement
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 contains forward-looking information, which is not comprised of historical
facts. Forward-looking information involves risks, uncertainties and other factors that 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 statements made herein with respect to, among other things, the use
of proceeds of the Offering, the tax treatment of the securities offered under the Offering, the
timing of the Qualifying Expenditures, the Company's objectives, goals or future plans, the final
approval of the TSXV of the Offering. Factors that could cause actual results to differ materially
from such forward-looking information include, but are not limited to, exploration results being
less favourable than anticipated, capital and operating costs varying significantly from estimates,
delays in obtaining or failures to obtain required governmental, environmental or other project
approvals, political risks, uncertainties relating to the availability and costs of financing needed
in the future, changes in equity markets, inflation, changes in exchange rates, changes in tax
laws, fluctuations in commodity prices, delays in the development of projects, risks associated
with the defence of legal proceedings and other risks involved in the mineral exploration and
development industry, as well as those risks set out in the Company's public disclosure
documents filed on SEDAR. Although the Company believes that management's assumptions
used to develop the forward-looking information in this news release are reasonable, including
that, among other things, the Company will be able to identify and execute on opportunities to
acquire mineral properties, exploration results will be consistent with management's
expectations, financing will be available to the Company on favourable terms when required,
commodity prices and foreign exchange rates will remain relatively stable, and the Company will
be successful in the outcome of legal proceedings, undue reliance should not be placed on such
information, which only applies as of the date of this news release, and no assurance can be
given that such events will occur in the disclosed time frames or at all. The Company disclaims
any intention or obligation to update or revise any forward-looking information contained herein,
whether as a result of new information, future events or otherwise, except as required by
applicable securities laws.
SOURCE: Galway Metals Inc.