Leading Edge Materials Announces up to C$2,500,000 Non-Brokered Private Placement
NEWS RELEASE August 11, 2023
LEADING EDGE MATERIALS CORP.
14th Floor 1040 West Georgia Street, Vancouver, BC, V6E 4H1
[email protected] | www.leadingedgematerials.com
TSX.V: LEM | Nasdaq First North: LEMSE | OTCQB: LEMIF | FRA: 7FL
TSX.V: LEM | Nasdaq First North: LEMSE | OTCQB: LEMIF
LEADING EDGE MATERIALS ANNOUNCES UP TO C$2,500,000 NON-BROKERED PRIVATE PLACEMENT
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES OR ANY OTHER
JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. ANY FAILURE TO COMPLY WITH THIS
RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS. THIS PRESS RELEASE DOES NOT CONSTITUTE
AN OFFER, OR A SOLICITATION OF ANY OFFER, TO BUY OR SUBSCRIBE FOR ANY SECURITIES IN LEADING EDGE
MATERIALS IN ANY JURISDICTION.
Vancouver, August 11, 2023 – Leading Edge Materials Corp. (“Leading Edge Materials” or the “Company”)
(TSXV: LEM) (Nasdaq First North: LEMSE) (OTCQB: LEMIF) announces the intent to complete a non-brokered
private placement of up to 21,739,130 units (“Units”) at a price of C$0.115 per Unit for aggregate gross
proceeds of up to C$2,500,000 (the “Private Placement”).
Leading Edge Materials intends to use net proceeds for the Company’s projects, located in Sweden and
Romania and for general working capital and corporate purposes.
Each Unit will consist of one (1) common share (each, a “Common Share”) in the capital of the Company and
one (1) Common Share purchase warrant (a “Warrant”). Each Warrant will entitle the holder to purchase one
Common Share (a “Warrant Share”) at a price of C$0.225 per Warrant Share until the date which is four (4)
years from the closing date of the Private Placement (the “Closing Date”).
The Company expects certain insiders of the Company to participate in the Private Placement. Any
participation by insiders in the Private Placement constitutes a “related party transaction” as defined under
Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”).
However, the Company expects to rely on exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101 based on the fact that neither the fair market value of the Units
subscribed for by the insiders, nor the consideration for the Units paid by such insiders, would exceed 25% of
the Company’s market capitalization as at the date of this news release.
The Private Placement is directed towards Canadian, Nordic and other international investors. All securities
issued under the Private Placement, including securities issuable on exercise of the Warrants, will be delivered
from Canada and are subject to a hold period expiring four months and one day from the Closing Date. The
minimum investment for European Economic Area (“EEA“) investors in the Private Placement will be an
amount equivalent to at least EUR 100,000.
The Private Placement is subject to certain conditions including, but not limited to, the receipt of all necessary
regulatory approvals, including the approval of the TSX Venture Exchange.
A finders’ fees may be payable on a portion of the Private Placement.
The securities have not been, and will not be, registered under the U.S. Securities Act, or any U.S. state
securities laws, and may not be offered or sold in the U.S. or to, or for the account or benefit of, United States
persons absent registration or an applicable exemption from the registration requirements of the U.S.
Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or
the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities
in any jurisdiction in which such offer, solicitation or sale would be unlawful.
This news release is not a prospectus under Regulation (EU) 2017/1129 (the “EU Prospectus Regulation”). The
Company has not authorized any offer of securities to the public (as defined in the EU Prospectus Regulation)
in any EEA member state and no such prospectus has been or will be prepared in connection with the Private
Placement.
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On behalf of the Board of Directors,
Leading Edge Materials Corp.
Eric Krafft, CEO
For further information, please contact the Company at:
www.leadingedgematerials.com
Follow us
Twitter: https://twitter.com/LeadingEdgeMtls
Linkedin: https://www.linkedin.com/company/leading-edge-materials-corp/
About Leading Edge Materials
Leading Edge Materials is a Canadian public company focused on developing a portfolio of critical raw
material projects located in the European Union. Critical raw materials are determined as such by the
European Union based on their economic importance and supply risk. They are directly linked to high growth
technologies such as batteries for electromobility and energy storage and permanent magnets for electric
motors and wind power that underpin the clean energy transition towards climate neutrality. The portfolio of
projects includes the 100% owned Woxna Graphite mine (Sweden), Norra Karr HREE project (Sweden) and the
51% owned Bihor Sud Nickel Cobalt exploration alliance (Romania).
Additional Information
This information is information that Leading Edge Materials Corp. (publ). is obliged to make public pursuant
to the EU Market Abuse Regulation. The information was submitted for publication through the agency of the
contact person set out above, at August 11, 2023 at 9:30 am Vancouver time.
Leading Edge Materials is listed on the TSXV under the symbol “LEM”, OTCQB under the symbol “LEMIF” and
Nasdaq First North Stockholm under the symbol “LEMSE”. Mangold Fondkommission AB is the Company’s
Certified Adviser on Nasdaq First North and may be contacted via email [email protected] or by phone +46 (0)
8 5030 1550.
Reader Advisory
This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in
Leading Edge Materials in any jurisdiction.
This news release may include forward-looking information that is subject to risks and uncertainties. All statements
within, other than statements of historical fact, are to be considered forward-looking, including statements with
respect to the closing of the Private Placement, the receipt of regulatory approvals, and the use of proceeds from the
Private Placement. Although the Company believes the expectations expressed in such forward-looking information
are based on reasonable assumptions, such information is not a guarantee of future performance and actual
results or developments may differ materially from those contained in forward-looking information. Factors that
could cause actual results to differ materially from those in forward-looking information include, but are not limited
to, fluctuations in market prices, successes of the operations of the Company, the Company’s ability to close the
Private Placement, the Company’s ability to obtain the required regulatory approvals, continued availability of
capital and financing and general economic, market or business conditions. There can be no assurances that such
information will prove accurate and, therefore, readers are advised to rely on their own evaluation of such
uncertainties. The Company does not assume any obligation to update any forward-looking information except as
required under the applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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Important information for EEA Investors
The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to
restrictions. The recipients of this press release in jurisdictions where this press release has been published or
distributed shall inform themselves of and follow such restrictions. This press release does not constitute an
offer, or a solicitation of any offer, to buy or subscribe for any securities in Leading Edge Materials in any
jurisdiction.
Any investment decision in connection with the Private Placement must be made on the basis of all publicly
available information relating to the Company and the Company’s shares/Units. The information contained in
this announcement is for background purposes only and does not purport to be full or complete. No reliance
may be placed for any purpose on the information contained in this announcement or its accuracy or
completeness. This announcement does not purport to identify or suggest the risks (direct or indirect) which
may be associated with an investment in the Company or the new shares/Units.
This press release is not a prospectus for the purposes of the EU Prospectus Regulation. Leading Edge
Materials has not authorized any offer to the public of Units, shares or rights in any member state of the EEA
and no prospectus has been or will be prepared in connection with the Private Placement. In any EEA
Member State, the Private Placement will only be addressed to and is only directed at investors with a
minimum subscription and allotment amount equivalent to at least EUR 100,000.
In the United Kingdom, this document and any other materials in relation to the securities described herein is
only being distributed to, and is only directed at, and any investment or investment activity to which this
document relates is available only to, and will be engaged in only with, “qualified investors” who are (i)
persons having professional experience in matters relating to investments who fall within the definition of
“investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the “Order”); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the
Order (all such persons together being referred to as “relevant persons”). In the United Kingdom, any
investment or investment activity to which this communication relates is available only to, and will be
engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on
the basis of this document and should not act or rely on it.