OF AMERICA Pacific Empire Closes Private Placement
LEGAL_1:61969602.2
NOT FOR DISTRIBUTION TO US NEWSWIRE SERVICES
NOR FOR DISSEMINATION IN THE UNITED STATES OF AMERICA
Pacific Empire Closes Private Placement
July 24, 2020 - Vancouver, BC, Canada - Pacific Empire Minerals Corp. (TSXV: PEMC) (OTCQB:
PEMSF) (“Pacific Empire”, “PEMC” or the “Company”) , a hybrid prospect generator focused in British
Columbia, announces the closing of its non -brokered private placement financing (the “Offering”)
previously announced on July 9, 2020.
The Company raised an aggregate of $1,095,558.06, of which $ 800,000 was raised on the issuance of
16,000,000 units (“Units”) and $295,558.06 was raised on the issuance of 4,222,258 flow-through shares
(“Flow-Through Shares”). Each Unit was issued at a price per Unit of $0.0 5 and is comprised of one
common share in the capital of the Company (“Common Share”) and one half of one Common Share
purchase warrant (each whole Common Share pu rchase warrant, a “Warrant”). Each Warrant will entitle
the holder to acquire one Common Share for a period of 24 months at an exercise price of $0. 10. Each
Flow-Through Share was issued at a price per unit of $0.07.
Pursuant to the Offering, Stichting Depositary Plethora Precious Metals Fund (“Plethora”) subscribed for
2,800,000 Units. Plethora now owns or controls an aggregate of 8,300,000 Common Shares on an undiluted
basis and 13,700,000 Common Shares on a diluted basis, representing approximately 12.07% and 18.47%
of the Company’s issued and outstanding Common Shares on an undiluted and diluted basis, respectively.
Certain officers and directors of the Company participated in the Offering, which constitutes a “related
party transaction” for purposes of Multilateral Instrument 61-101 - Protection of Minority Security Holders
in Special Transactions (“Ml 61 -101”). Such participation is exempt from the valuation and minority
approval requirements of MI 61 -101 by virtue of the fact that the Company is not listed on a specified
market set out in section 5.5(b) of MI 61 -101 and the value of Units subscribed for by such officers and
directors is less than $2,500,000 in accordance with the requirements of section 5.7(b) of MI 61-101.
The Company paid an aggregate $32,976.30 in cash commissions, and issued an aggregate 617,490 finders’
warrants (the “Finders’ Warrants”) in connection with the Offering. Each Finders’ Warrant entitl es the
holder to acquire one additional common share at an exercise price of $0.1 0 for a period of 24 months
following the date of issuance.
All Shares issued pursuant to the Offering are subject to a statutory hold period of four months plus one
day from the date of issuance, in accordance with applicable securities legislation.
Proceeds of the Offering will be used to fund the Company's planned exploration and drilling programs on
its Worldstock, Weedon and recently acquired Jean Marie Copper -Gold Porphyry projects, in addition to
general working capital. The securities issued pursuant to the Offering will be subject to a four month hold
period under applicable securities laws. In connection with the Offering, certain finders may receive a cash
fee and/or non-transferable finder Warrants.
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About Pacific Empire Minerals Corp.
PEMC is an exploration company based in Vancouver, British Columbia, that employs a "hybrid prospect
generator" business model and trades on the TSX Venture Exchange under the symbol PEMC and on the
OTCQB Markets under the symbol PEMSF.
By integrating the project generator business model with low-cost reverse circulation drilling, the company
intends to leverage its portfolio by identifying, and focusing on, the highest quality projects for partnerships
and advancement.
ON BEHALF OF THE BOARD,
“Brad Peters”
President and Chief Executive Officer
Pacific Empire Minerals Corp.
Tel: +1-604-356-6246
www.pemcorp.ca
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
Information set forth in this news release may involve forward -looking statements under applicable
securities laws. Forward -looking statements are statements t hat relate to future, not past, events. In this
context, forward-looking statements often address expected future business and financial performance, and
often contain words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", state ments
that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar
expressions. The forward -looking information in this news release includes, but is not limited to: the
Proceeds of the Offering will be used to fund the Company’s planned exploration and drilling programs on
its Worldstock, Weedon and recently acquired Jean Marie Copper-Gold Porphyry projects, in addition to
general working capital. All statements, other than statements of historical fact, included herein including,
without limitation, are forward -looking statements. By their nature, forward -looking statements involve
known and unknown risks, uncertainties and other factors which may cause our actual results, performance
or achievements, or other future events, to be materially different from any future results, performance or
achievements expressed or implied by such forward -looking statements. Such factors include, among
others, the following risks: the need for additional financing; operational risks associated with mineral
exploration; fluctuations in commodity prices; title matters; environmental liability claims and insurance;
reliance on key personnel; the potential for conflicts of interest among certain officers, directors or
promoters with certain other projects; the absence of dividends; competition; dilution; the volatility of our
common share price and volume and the additional risks identified the management discussion and analysis
section of our interim and most recent annual financial statement or other reports and filings with the TSX
Venture Exchange and applicable Canadian securities regulations. Forward-looking statements are made
based on management's beliefs, estimat es and opinions on the date that statements are made, and the
Company undertakes no obligation to update forward -looking statements if these beliefs, estimates and
opinions or other circumstances should change, except as required by applicable securities laws. Investors
are cautioned against attributing undue certainty to forward-looking statements.