Leading Edge Provides Update On Private
Leading Edge Provides Update On 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. 4, 2019
/CNW/ -
Leading Edge Materials Corp.
("
Leading Edge Materials
"
or the
"Company
") (
TSXV: LEM
) (
Nasdaq First North: LEMSE
) (
OTCQB: LEMIF
) is pleased to
provide an update on the non-brokered private placement (the "
Private Placement
") as announced
by the Company on
November 5, 2019
. The Private Placement proposes to issue 18,000,000 units
(the "
Units
") at a price of
$0.056
per Unit for aggregate gross proceeds of up to
C$1,008,000
.
Each Unit will consist of one common share and one common share purchase warrant that will
enable the holder to purchase a common share of the Company at a price of
$0.10
for four years
from the closing date of the Private Placement.
Subscription agreements have now been received by the Company from all subscribers. However,
as the subscription of one participant is conditional on TSX Venture Exchange (the "
Exchange
")
clearance of a Personal Information Form ("
PIF
"), the closing date of the Private Placement has
been postponed to on or about
December 30
, 2019.
Mr.
Eric Krafft
, who currently holds 9,554,404 common shares or 9.98% of the issued and
outstanding common shares of the Company and exercises control or direction over 4,676,364 share
purchase warrants of the Company, will subscribe for 13,000,000 Units under the Private
Placement. Accordingly, upon closing of the Private Placement, Mr. Krafft will beneficially own, or
exercise 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 17,676,364 common shares of the Company. As a result, Mr.
Krafft will become a new insider of the Company. Pursuant to Exchange policies, Mr. Krafft's
participation in the Private Placement is conditional upon Exchange clearance of Mr. Krafft's PIF
which has been filed with the Exchange. Mr. Krafft has agreed to a restriction on the exercise of
any outstanding warrants held 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, "We are very pleased to have received subscriptions for the
full amount proposed for the Private Placement. As the raise includes a 12-month hold of both
shares and warrants, it demonstrates long term support for the growth of Leading Edge Materials.
In addition, we appreciate the on-going support of existing key shareholders."
The Common Shares, Warrants and Warrant Shares will be 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 from the closing date of the Private
Placement. The Common Shares, Warrants and the Warrant Shares will be 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 will be 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 for a period of twelve (12) months and one day from the closing date.
This voluntary restriction will run 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 will be an amount equivalent to at least
EUR 100,000
.
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, at
4th December, 2019
at
1:30 PM
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 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.
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 16:30e 04-DEC-19