Heliostar Closes $6M Financing with Eric Sprott
Heliostar Closes $6M Financing with Eric Sprott
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION
IN THE UNITED STATES OR TO U.S. PERSONS
Vancouver, Canada, October 16, 2024 – Heliostar Metals Ltd. (TSX.V: HSTR, OTCQX: HSTXF, FRA: RGG1)
(“Heliostar” or the “ Company”) is pleased to announce that it has closed a non -brokered private
placement of 1 0,000,000 units (each, a “Unit”) at a price of $0. 60 per Unit for gross proceeds of
$6,000,000 (the “ Private Placement ”). The Company is pleased to advise that Eric Sprott, through
2176423 Ontario Ltd., subscribed for the entire Private Placement.
Each Unit consists of one common share in the capital of the Company (each, a “ Common Share”) and
one-half of one non -transferable Common Share purchase warrant (each whole warrant, a “ Warrant”).
Each Warrant entitles the holder thereof to purchase one additional Common Share (each, a “Warrant
Share”) at an exercise price of $ 0.90 per Warrant Share for a period of 24 months following the closing
date of the Private Placement.
The Company intends to use the net proceeds of the Private Placement for working capital and general
corporate purposes.
The Units issued under the Private Placement will have a statutory hold period of four months and one
day which will expire on February 16, 2025. The Company paid finder's fees of $180,000 (3%) to Primary
Capital Inc. in accordance with the policies of the TSX Venture Exchange (“TSXV”).
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the
United States or to U.S. Persons (as that term is defined in Rule 902(k) of Regulation S), nor shall this press
release be construed to constitute such an offer or solicitation in any jurisdiction in which such offer,
solicitation or sale would be unlawful. The securities being offered have not been, nor will they be,
registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or under any U.S.
state securities laws, and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the 1933 Act, as amended, and applicable
state securities laws.
Early Warning Disclosure
Mr. Eric Sprott, through 2176423 Ontario Ltd., a corporation which is beneficially owned by him, acquired
10,000,000 Units for a total consideration of $6,000,000. Prior to the Private Placement , Mr. Sprott
beneficially owned and controlled 17,980,000 Common Shares and 2,423,333 Warrants representing
approximately 8.8% of the outstanding Common Shares on a non -diluted basis and approximately 9.9%
on a partially diluted basis assuming the exercise of such Warrants.
Following the completion of the Private Placement, Mr. Sprott beneficially owns and controls 27,980,000
Common Shares and 7,423,333 Warrants representing approximately 13.0% of the outstanding Common
Shares on a non -diluted basis and 15.9% on a partially -diluted basis assuming the exercise of such
Warrants.
TSX.V: HSTR
OTCQX: HSTXF
2
595 Burrard Street, Suite 1723, Vancouver BC, V6X 1J1, Canada -- Tel +1 236 429 9306
TSX.V: HSTR, OTCQX: HSTXF, FRA: RGG1
The Units were acquired by Mr. Sprott for investment purposes. Mr. Sprott has a long -term view of the
investment and may acquire additional securities of Heliostar including on the open market or through
private acquisitions or sell securities of Heliostar including on the open market or through private
dispositions in the future depending on market conditions, reformulation of plans and/or other relevant
factors.
A copy of Mr. Sprott’s early warning report will appear on the Company’s profile on SEDAR+ and may also
be obtained by calling Mr. Sprott’ s office at (416) 945 -3294 (7 King Street East, Suite 11 06, Toronto,
Ontario, M5C 3C5).
About Heliostar Metals Ltd.
Heliostar aims to grow to become a mid-tier gold producer. The Company is focused on developing the
100% owned Ana Paula Project in Guerrero, Mexico and has recently entered into an agreement to
acquire a portfolio of production and development assets in Mexico.
FOR ADDITIONAL INFORMATION PLEASE CONTACT:
Charles Funk
President and Chief Executive Officer
Heliostar Metals Limited
Email: [email protected]
Phone: +1 844-753-0045
Rob Grey
Investor Relations Manager
Heliostar Metals Limited
Email: [email protected]
Phone: +1 844-753-0045
Neither 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 release.
Cautionary Statement Regarding Forward-Looking Information
This news release includes certain "Forward–Looking Statements" within the meaning of the United States
Private Securities Litigation Reform Act of 1995 and "forward –looking information" under applicable
Canadian securities laws. When used in this news rel ease, the words "anticipate", "believe", "estimate",
"expect", "target", "plan", "forecast", "may", "would", "could", "schedule" and similar words or
expressions, identify forward –looking statements or information. These forward –looking statements or
information relate to, among other things, the intended use of proceeds of the Private Placement , and
exploration and development of the Company’s projects.
Forward–looking statements and forward–looking information relating to the terms and completion of the
Facility, any future mineral production, liquidity, and future exploration plans are based on management's
reasonable assumptions, estimates, expectations, analyses and opinions, which are based on
management's experience and perception of trends, current conditions and expected developments, and
other factors that management believes are relevant and reasonable in the circumstances, but which may
prove to be incorrect. Assumptions have been made regarding, among other things, the receipt of
necessary approvals, price of metals; no escalation in the severity of public health crises or ongoing military
conflicts; costs of exploration and development; the estimated costs of development of exploration
projects; and the Company's ability to ope rate in a safe and effective manner and its ability to obtain
financing on reasonable terms.
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595 Burrard Street, Suite 1723, Vancouver BC, V6X 1J1, Canada -- Tel +1 236 429 9306
TSX.V: HSTR, OTCQX: HSTXF, FRA: RGG1
These statements reflect the Company's respective current views with respect to future events and are
necessarily based upon a number of other assumptions and estimates that, while considered reasonable
by management, are inherently subject to significant business, economic, competitive, political and social
uncertainties and contingencies. Many factors, both known and unknown, could cause actual results,
performance, or achievements to be materially different from the results, performance or achievements
that are or may be expressed or implied by such forward –looking statements or forward -looking
information and the Company has made assumptions and estimates based on or related to many of these
factors. Such factors include, without limitation: precious metals price volatility; risks associated with the
conduct of the Company's mining activities in foreign jurisdictions; regulatory, consent or permitting
delays; risks relating to reliance on the Company's management team and outside contractors; risks
regarding exploration and mining activities; the Company's inability to obtain insurance to cover all risks,
on a commercially reasonable basis or at all; currency fluctuations; risks regarding the failure to generate
sufficient cash flow from operations; risks relating to project financing and equity issuances; risks and
unknowns inherent in all mining projects, including the inaccuracy of reserves and resources, metallurgical
recoveries and capital and operating costs of such projects; contests over title to pr operties, particularly
title to undeveloped properties; laws and regulations governing the environment, health and safety; the
ability of the communities in which the Company operates to manage and cope with the implications of
public health crises; the ec onomic and financial implications of public health crises, ongoing military
conflicts and general economic factors to the Company; operating or technical difficulties in connection
with mining or development activities; employee relations, labour unrest or unavailability; the Company's
interactions with surrounding communities; the Company's ability to successfully integrate acquired
assets; the speculative nature of exploration and development, including the risks of diminishing quantities
or grades of reserves; stock market volatility; conflicts of interest among certain directors and officers; lack
of liquidity for shareholders of the Company; litigation risk; and the factors identified under the caption
“Risk Factors” in the Company’s public disclosure d ocuments. Readers are cautioned against attributing
undue certainty to forward –looking statements or forward -looking information. Although the Company
has attempted to identify important factors that could cause actual results to differ materially, there may
be other factors that cause results not to be anticipated, estimated or intended. The Company does not
intend, and does not assume any obligation, to update these forward –looking statements or forward -
looking information to reflect changes in assumption s or changes in circumstances or any other events
affecting such statements or information, other than as required by applicable law.