Leading Edge Materials Announces Closing Of C$3,520,000 Non-Brokered Private Placement and New Control Person
Leading Edge Materials Announces Closing Of
C$3,520,000 Non-Brokered Private Placement
and New Control Person
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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, BC
,
Aug. 7, 2020
/CNW/ -
Leading Edge Materials Corp.
("
Leading Edge
Materials
" or the "
Company
") (TSXV: LEM) (Nasdaq First North: LEMSE) (OTCQB: LEMIF)
announces the closing of the non-brokered private placement financing (the "Private Placement")
previously announced on
July 27, 2020
. Pursuant to the Private Placement, the Company has issued
32,000,000 units (the "Units") at a price of
C$0.11
per Unit for aggregate gross proceeds of
C$3,520,000
. Each Unit consists of one Common Share and one common share purchase warrant
(a "Warrant"). Each Warrant is exercisable into one common share of the Company (a "Warrant
Share") at an exercise price of
C$0.20
for a period of four years expiring on
August 7, 2024
.
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. No finder's fees or
commissions were paid in connection with the Private Placement. The Private Placement is subject
to final approval from the TSX Venture Exchange (the "Exchange").
Filip Kozlowski
, CEO states:
"I am pleased to announce the closing of this Private Placement with
continued support from insiders and long-term shareholders. The funds raised will provide a solid
foundation for us to progress development of our projects in
Sweden
and
Romania
at a time where
there is growing interest from the investor community for critical raw materials such as rare earth
elements, and an increased sense of urgency from the European Union to become more self-
reliant for the raw materials that enable a sustainable transition of industry and society."
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
August 8, 2021
. 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
August 8, 2021
. This voluntary restriction runs concurrently with the
above referenced one-year distribution compliance period under the U.S. Securities Act and with the
statutory resale and transfer restrictions under applicable securities laws and policies of the
Exchange. The Units sold in the Private Placement were offered by way of prospectus exemptions in
Sweden
. The minimum subscription and allotment amount for
Sweden
and the European Economic
Area ("EEA") investors in the Private Placement was an amount equivalent to at least
EUR 100,000
.
Insiders of the Company purchased a total of 27,770,000 Units under the Private Placement which
constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 – Protection
of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied 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, exceeded 25% of the Company's market
capitalization as determined in accordance with MI 61-101.
Mr.
Eric Krafft
, a director of the Company, has subscribed for and acquired 24,150,000 Common
Shares under the Private Placement. Prior to the Private Placement, Mr. Krafft beneficially owned
and controlled 22,554,404 Common Shares and 15,500,000 warrants of the Company. As a result
of the Private Placement, Mr. Krafft has become a New Control Person (as defined by the policies
of the Exchange), beneficially holding 46,704,404 common shares and 39,650,000 warrants of the
Company, representing approximately 31.89% of the issued and outstanding Common Shares on a
non-diluted basis, and 46.40% on a partially diluted basis, assuming the exercise of warrants held by
Mr. Krafft only. The Company obtained disinterested shareholder approval at the Annual General
Meeting held on
July 24, 2020
for Mr. Krafft to become a new Control Person of the Company.
Eric Krafft
has acquired the Units for investment purposes and has a long-term view of his
investment. In the future, Mr. Krafft may take such actions in respect of his investment in the
Company as he may deem appropriate, depending on the market conditions and circumstances at
that time. The foregoing disclosure regarding Mr. Krafft's holdings is being disseminated pursuant to
National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider
Reporting Issues (NI 62-103). A copy of Mr. Krafft's early warning report will appear on the
Company's profile on SEDAR. The information herein with respect to the number of Mr. Krafft's
securities and his intention relating thereto are not within the knowledge of the Company and are
provided by Mr. Krafft.
The securities have not been, and will not be, registered under the U.S. Securities Act, or any
United
States
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
United States
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.
On behalf of the Board of Directors,
Leading Edge Materials Corp.
Filip Kozlowski
, CEO
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 lithium-ion batteries and permanent magnets for electric motors
and wind power that underpin the sustainability transition of society. The portfolio of projects
includes the 100% owned Woxna Graphite mine (
Sweden
), Norra Kärr HREE project (
Sweden
),
Bergby lithium project (
Sweden
) and the 51% owned Bihor Sud Nickel Cobalt exploration alliance
(
Romania
).
Additional Information
The Company's consolidated financial statements and related management's discussion and analysis
are available on the Company's website at
www.leadingedgematerials.com
or under its profile on
SEDAR at
www.sedar.com
.
The information was submitted for publication through the agency of the contact person set out
above, on
August 7, 2020
, at
2:00 PM
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
or by phone +46 (0) 8 5030 1550.
Reader Advisory
This news release may contain statements which constitute "forward-looking information",
including statements regarding the plans, intentions, beliefs and current expectations of the
Company, its directors, or its officers with respect to the future business activities of the Company.
The words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate",
"expect" and similar expressions, as they relate to the Company, or its management, are intended
to identify such forward-looking statements. Investors are cautioned that any such forward-looking
statements are not guarantees of future business activities and involve risks and uncertainties, and
that the Company's future business activities may differ materially from those in the forward-
looking statements as a result of various factors, including, but not limited to, fluctuations in market
prices, changes in the Company's intended use of proceeds from the Private Placement,
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
the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of
this news release.
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 17:00e 07-AUG-20