Leading Edge Materials Closes Private Placement Financing /
Leading Edge Materials Closes Private
Placement Financing
/
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
,
Dec. 31, 2019
/CNW/ -
Leading Edge Materials Corp.
("
Leading Edge Materials
"
or the
"Company
") (
TSXV: LEM
) (
Nasdaq First North: LEMSE
) (
OTCQB: LEMIF
) is pleased to
advise of the closing of the non-brokered private placement financing (the "
Private Placement
") as
announced on
November 5, 2019
and
December 4, 2019
. Pursuant to the Private Placement, the
Company has issued 18,000,000 units (the "
Units
") at a price of
$0.056
per Unit for aggregate
gross proceeds of
C$1,008,000
. Each Unit consists of one common share and one common share
purchase warrant. Each warrant is exercisable into one common share of the Company at an
exercise price of
$0.10
until
December 30
, 2023.
The Company intends to use the proceeds for the Company's projects, located in
Sweden
and
Romania
and for general working capital and corporate purposes. This may include assessing the
next appropriate actions for the Company's wholly-owned Swedish subsidiary, Woxna Graphite AB,
as recommended by the internal strategic review (announced
May 27, 2019
). No finder's fees or
commissions were paid in connection with the Private Placement.
Mr.
Eric Krafft
, who held 9.98% of the issued and outstanding common shares of the Company prior
to the closing of the Private Placement, subscribed for 13,000,000 Units under the Private
Placement. As a result, Mr. Krafft has become a new insider of the Company beneficially holding, or
exercising control or direction over, 22,554,404 common shares of the Company or approximately
19.84% of the issued and outstanding common shares of the Company and warrants entitling Mr.
Krafft to acquire up to an additional 17,426,364 common shares of the Company. A restriction has
been placed on the exercise of any outstanding warrants held or controlled by Mr. Krafft as at
closing of the Private Placement that prevents the exercise thereof if such exercise results in Mr.
Krafft holding 20% or more of the issued and outstanding shares of the Company, unless approval is
obtained from the Company's shareholders.
Mr.
Mark Saxon
, Interim CEO stated, "Closing of this Private Placement in full is a sign of
confidence during a challenging period in mining markets. The raising of
C$1 million
provides the
working capital needed to achieve the next milestones for the Company, in particular for the Woxna
graphite mine in Sweden. As the raise includes a 12-month hold of both shares and warrants, it
reinforces the long-term support of Leading Edge Materials by new and existing shareholders."
The Common Shares, Warrants and Warrant Shares are subject to resale restrictions pursuant to a
"distribution compliance period" (as defined in Regulation S under the United States Securities Act of
1933, as amended (the
"U.S. Securities Act
")) of one year expiring on
December 31, 2020
. The
Common Shares, Warrants and the Warrant Shares have been issued in certificated form to
facilitate the inclusion of required restrictive legends in accordance with
United States
securities
legislation.
In addition, a voluntary trading restriction has been placed on all securities issued under the Private
Placement, including the securities issuable on exercise of the Warrants, pursuant to which such
securities cannot be traded until
December 31, 2020
.
This voluntary restriction runs concurrently with
the above referenced one-year distribution compliance period under the U.S. Securities Act. The
minimum investment amount for European Economic Area ("
EEA
") investors in the Private Placement
was an amount equivalent to at least
EUR 100,000
.
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 United States
or to, or for the account or
benefit of, U.S. 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.
On behalf of the Board of Directors,
Leading Edge Materials Corp.
Mark Saxon
, Interim President and CEO
About Leading Edge Materials
Leading Edge Materials is a Canadian public company focused on production of high value critical
raw materials for the European market. Leading Edge Materials' assets and research focus are
towards the raw materials for Li-ion batteries, high thermal efficiency and materials that improve the
efficiency of energy generation. Investments are linked to the global shift to low-carbon energy
generation and energy storage.
Additional Information
The information was submitted for publication through the agency of the contact person set out
above, on
December 31, 2019
at
3:00 AM
Vancouver time.
Leading Edge Materials is listed on the TSXV under the symbol "LEM" and Nasdaq First North
Stockholm under the symbol "LEMSE". Mangold Fondkommission AB is the Company's CA on
Nasdaq First North and may be contacted at +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 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, 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.
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 Regulation (EU) 2017/1129 of the
European Parliament and of the Council of
14 June 2017
on the prospectus to be published when
securities are offered to the public or admitted to trading on a regulated market (the "Prospectus
Regulation"). Leading Edge Materials has not authorised 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 investment 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.
SOURCE
Leading Edge Materials
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For further information:
please contact the Company at: 1.604.685.9316,
[email protected], www.leadingedgematerials.com
CO: Leading Edge Materials
CNW 06:00e 31-DEC-19