Victory Announces Private Placement of up to an Aggregate of $300,000
Suite #1780, 355 Burrard St., Vancouver, BC, Canada, V6C 2
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES
For Immediate Release
VICTORY ANNOUNCES PRIVATE PLACEMENT OF UP TO AN AGGREGATE OF $300,000
VANCOUVER, BC, CANADA (May 18, 2023) – Victory Battery Metals (CSE: VR) (FWB: VR6) (OTC:
VRCFF) ("Victory" or the "Company") is pleased to announce a private placement financing of up to
6,000,000 units of the Company (the " Units") at a price of $0.05 per Unit for aggregate gross proceeds of
up to $300,000 (the "Offering").
Each Unit will be comprised of one common share in the capital of the Company (a "Common Share") and
one Common Share purchase warrant (a "Warrant"). Each Warrant entitles the holder thereof to purchase
one additional Common Share at a price of $0.07 per Common Share for a period of two years following
the closing date of the Offering, subject to accelerated expiry as described herein. If, at any time, the closing
price of the Company's Common Shares is greater than $0.20 per Common Share for 10 consecutive days,
including days where there is no trading, the Company may provide written notice (a " Warrant
Acceleration Notice") to the holders that the expiry of the Warrants shall be accelerated to a date that is
not less than 30 days from the date of the Warrant Acceleration Notice.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument
45-106 – Prospectus Exemptions ("NI 45-106"), the Units will be offered for sale to purchasers resident in
Canada, except Quebec, and/or other qualifying jurisdictions pursuant to the listed issuer financing
exemption under Part 5A of NI 45-106 (the " Listed Issuer Financing Exemption "). Because the Offering
is being completed pursuant to the Listed Issuer Financing Exemption, the securities issued in the Offering
will not be subject to a hold period pursuant to applicable Canadian securities laws.
There is an offering document (" Offering Document") related to the Offering that can be accessed under
the Company's profile at www.sedar.com and on the Company's website at www.victorybatterymetals.com.
Prospective investors should read the Offering Document before making an investment decision.
The Company intends to use net proceeds of the Offering for working capital requirements and other
general corporate purposes.
In connection with the Offering and as disclosed in the Offering Document, the Company may pay finder's
fees in cash or securities or a combination of both, as permitted by CSE policy and applicable securities
laws.
Suite #1780, 355 Burrard St., Vancouver, BC, Canada, V6C 2
The closing date of the Offering is expected to occur on or about May 25, 2023, or such later date or dates
as the Company may determine, and is subject to certain conditions including, but not limited to, the receipt
of all necessary approvals, including approval from the Canadian Securities Exchange.
The securities of the Company have not been, and will not be, registered under the U.S. Securities Act of
1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws and may not be offered or
sold in the United States absent registration or an available 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, nor shall there by any sale of the securities referenced
in this press release, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
For further information, please contact:
Mark Ireton, President
Telephone: +1 (236) 317 2822 or TOLL FREE 1 (855) 665-GOLD (4653)
E-mail: [email protected]
About Victory Battery Metals
VICTORY BATTERY METALS (CSE: VR) is a publicly traded diversified investment corporation with
mineral interests in North America. The Company is also actively seeking other exploration opportunities.
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in
the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Forward Looking Statements
Certain information set forth in this news release may contain forward-looking statements that involve
substantial known and unknown risks and uncertainties. All statements other than statements of historical
fact are forward-looking statements, including, without limitation, statements regarding future financial
position, business strategy, use of proceeds, corporate vision, proposed acquisitions, partnerships, joint-
ventures and strategic alliances and co-operations, budgets, cost and plans and objectives of or involving
the Company. Such forward-looking information reflects management's current beliefs and is based on
information currently available to management. Often, but not always, forward-looking statements can be
identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates",
"forecasts", "predicts", "intends", "targets", "aims", "anticipates" or "believes" or variations (including
negative variations) of such words and phrases or may be identified by statements to the effect that certain
actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. A number of
known and unknown risks, uncertainties and other factors may cause the actual results or performance to
materially differ from any future results or performance expressed or implied by the forward-looking
information. These forward-looking statements are subject to numerous risks and uncertainties, certain of
which are beyond the control of the Company including, but not limited to, the impact of general economic
conditions, industry conditions and dependence upon regulatory approvals. Readers are cautioned that the
assumptions used in the preparation of such information, although considered reasonable at the time of
preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-
looking statements. The Company does not assume any obligation to update or revise its forward-looking
statements, whether as a result of new information, future events, or otherwise, except as required by
securities laws.