Nortec Announces Share Consolidation and Non-Brokered Private Placement
Nortec Announces Share Consolidation and
Non-Brokered Private Placement
Vancouver, British Columbia--(Newsfile Corp. - December 1, 2022) -
NORTEC MINERALS CORP
.
(TSXV: NVT)
("
Nortec
" or the "
Company
") Is pleased to announce a five (5) to one (1) share
consolidation (the "
Consolidation
") and a non-brokered private placement to raise aggregate gross
proceeds of up to $350,000 (the "
Private Placement
").
SHARE CONSOLIDATION
The Company announces that it intends to consolidate the issued common shares in the authorized
share structure of the Company (the "
Common Shares
") on a five (5) pre-Consolidation Common
Shares for one (1) post-Consolidation Common Share basis. The Company currently has 232,266,479
Common Shares issued and outstanding. Following the Consolidation and before considering the
Private Placement, the Company will have approximately 46,453,296 common shares issued and
outstanding prior to rounding for fractional shares. The Consolidation is being undertaken to increase the
trading price of the Common Shares in order to enhance the marketability of the Common Shares as an
investment and attract investors. The Company name will not be changed in conjunction with the
Consolidation.
The Consolidation was approved by way of resolutions of the board of directors pursuant to the articles
of the Company, and is subject to the acceptance of the TSX Venture Exchange ("
TSX-V
"). The
Company will issue a further news release announcing the effective date of the Consolidation.
NON-BROKERED PRIVATE PLACEMENT
The Company is pleased to announce that it has arranged the Private Placement to raise aggregate
gross proceeds of up to $350,000 through the issuance of up to 4,666,667 units of the Company (the
"
Units
") at a price of $0.075 per Unit. Each Unit shall consist of one Common Share, post-Consolidation
(a "
FT Share
"), which will be issued as a "flow-through share" (as defined in subsection 66(15) of the
Income Tax Act
(Canada)) (the "
Tax Act
") and one-half (½) of one (1) post-Consolidation Common
Share purchase warrant (each whole warrant, a "
Warrant
").
Each Warrant will entitle the holder thereof to purchase one non-flow-through post-Consolidation
Common Share (a "
Warrant Share
") at an exercise price of $0.10 until the date (the "
Expiry
Date
") that is twenty-four (24) months following the date of issuance of the Warrants.
The Warrants are subject to an accelerated expiry date, at the Company's option, which takes
effect when the post-Consolidation Common Shares trade at or above the volume-weighted
average price of $0.15 per post-Consolidation Common Share on the TSX-V (or such other stock
exchange where the majority of the trading volume occurs) for a period of 10 consecutive trading
days commencing four months plus one day after the date of issuance of the Warrants.
An amount equal to the gross proceeds from the issuance of the FT Shares will be used to incur
"Canadian exploration expenses" (as this term is defined in the Tax Act) that the Company may
renounce pursuant to the Tax Act with an effective date not later than December 31, 2022, and that
qualify either as "flow-through mining expenditures" (as this term is defined in the Tax Act) or, if the
Company so determines, as "flow-through critical mineral mining expenditures" (as proposed to be
defined in the Tax Act if, as and when the Legislative Proposals Relating to Income Tax and Other
Legislation released by the Minister of Finance (Canada) on August 9, 2022 are passed into law
substantially in the form proposed on August 9, 2022, as determined in the sole discretion of the
Company).
The Company may pay finders' fees in accordance with the policies of the TSX-V. Proceeds of the
Private Placement will be used for exploration activities on its Ontario mineral properties.
The Private Placement is subject to TSX-V acceptance.
About Nortec Minerals Corp.
Nortec is a mineral exploration company that holds 100% interests in two exploration stage critical
mineral (zinc) projects, namely the Mattagami River Zinc properties and the Sturgeon Lake VMS, both
located in Ontario, Canada.
Additionally, the Company holds a 17% interest in the Tammela Gold and
Tammela Lithium projects in Southwest Finland. Additional information can be found on the Company's
SEDAR profile at
www.sedar.com
and its website at
www.nortecminerals.com
On behalf of the Board of Directors,
"Michael Malana"
Interim CEO and Director
P: (604) 561-2687
Neither 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.
This press release contains certain forward-looking statements which involve known and unknown risks,
delays and uncertainties not under the Company's control which may cause actual results, performance
or achievements of the Company to be materially different from the results, performance or expectations
implied by these forward-looking statements. This news release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in the United States.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/146376