Pacific Empire Minerals Corp. Announces Filing of Final Prospectus in connection with Initial Public Offering in Canada
Pacific Empire Minerals Corp. Announces Filing of Final Prospectus
in connection with Initial Public Offering in Canada
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES
October 25, 2017, Vancouver, BC, Canada - Pacific Empire Minerals Corp. ("PEMC" or the
"Company") is pleased to announce it has filed, and received a receipt for, a final long form prospectus
(the " Final Prospectus") dated October 23, 2017 with the securities commissions of each of British
Columbia, Alberta and Ontario, in connection with its previously announced initial public offering (the
"Offering") of units of the Company ("Units"). The Offering consists of a minimum of 7,500,000 Units
and a maximum of 10,000,000 Units , at a price of $0.20 per Unit . Each Unit consist s of one common
share of the Company and one-half of one common share purchase warrant. Each share purchase warrant
will be exercisable at a price of $0.30 for a period of 24 months. A copy of the Final Prospectus is available
under the Company's profile on SEDAR (www.sedar.com).
In connection with the Offering, the Company has entered into an agency agreement with Haywood
Securities Inc., acting as lead agent, pursuant to which the agent will offer the Units on a “best efforts”
basis.
The Company is also pleased to announce that it has obtained TSX Venture Exchange (the “TSXV”)
conditional approval for the listing of its common shares under the symbol PEMC.V. Listing is subject to
the Company fulfilling all of the customary requirements of the TSXV on or before January 17, 2018. The
Company does not intend to apply for listing of the w arrants underlying the Units on any securities
exchange or for inclusion in any automated quotation system.
There can be no assurance that the Offering will be completed. An investment in Units is subject to a
number of risks. For more information, potential investors should read the Final Prospectus, including the
risk factors described in the Final Prospectus. This news release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale or acceptance of an offer to buy the Units in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior t o the time a receipt for the
final prospectus or other authorization is obtained from the securities commission or similar authority in
such jurisdiction.
No securities regulatory authority has either approved or disapproved of the contents of this news release.
This news release is not for distribution, directly or indirectly, in or into the United States (including its
territories and possessions, any state of the United States and the District of Columbia) or any other
jurisdiction outside Canada. This news release does not constitute or form part of any offer or solicitation
to buy or sell any securities in the United States or any other jurisdiction outside of Canada. The securities
offered pursuant to the Offering have not been and will not be registered under the United States 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 or to U.S. Persons absent registration or an available exemption from
the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. There
will be no public offering of securities in the United States.
About Pacific Empire Minerals Corp.
PEMC is a n exploration company based in Vancouver, Br itish Columbia, that employs the "prospect
generator" business model and is currently focused on the acquisition, funding and exploration of its
Wildcat Project, which consists of 10 mineral claims covering an area of approximately 5,826 hectares in
the Omineca Mining Division of British Columbia.
The Final Prospectus containing important information relating to the Units has been filed with
securities commissions of each of British Columbia, Alberta and Ontario . A copy of the Final
Prospectus is available on SEDAR (www.sedar.com).
ON BEHALF OF THE BOARD
Brad Peters
President and Chief Executive Officer
Pacific Empire Minerals Corp.
Tel: +1-604-356-6246
Forward-Looking Statements
This news release contains forward -looking statements and information within the meaning of applicable securities laws (collectively,
“forward-looking statements”), which reflect the Company's current expectations regarding future events . Statements in this news release
which are not purely historical are forward -looking statements and include any statements regarding beliefs, plans, expectations and
orientations regarding the future. Often, but not always, forward looking statements can be identified by words such as “pr o forma”,
“plans”, “expects”, “may”, “should”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, “believes”, “potential”
or variations of such words including negative variations thereof, and phrases that refer to certain actions, events or results that may, could,
would, might or will occur or be taken or achieved. Such forward-looking statements include, among others, the planned completion of the
Offering and the terms thereof, the listing of the Company's common shares on the TSXV and the Company's intention to not apply for listing
of the warrants underlying the Units on any securities exchange or for inclusion in any automated quotation system . The forward-looking
statements in this news release are based on a number of assumptions, including, but not limited to, assumptions regarding the stability of
commodity prices, that general business, economic, capital market , legal and political conditions will not change in a materially adverse
manner and that necessary governmental, securities regulatory authority or stock exchange permits or approvals will be obtained in
connection with the Offering. Actual results could differ materially from those projected in any forward-looking statements due to numerous
risks, uncertainties and other factors. Such factors include, among others, the inability of the Company to implement its business plan and
to find suitable partnerships and joint ventures, operating and technical difficulties in connection with mineral exploration and development
activities, actual results of exploration activities, the estimation or realization of mineral reserves and mineral resources , requirements for
additional capital, changes in general economic conditions, changes in the financial markets and in the d emand and market price for
commodities and precious metals, lack of investor interest in the Offering, accidents, delays in obtaining governmental, securities regulatory
authority or stock exchange permits or approvals, changes in laws, regulations and pol icies affecting mining operations, title disputes, the
timing and possible outcome of any potential litigation, environmental issues and liabilities, and risks related to joint venture operations.
There can be no assurance that forward-looking statements will prove to be accurate. Readers are cautioned not to place undue reliance on
forward-looking statements. Any forward-looking statements included in this news release is based only on information currently available
to the Company and speaks only as of the date on which it is made. Except as otherwise required by law, the Company undertakes no
obligation to update any of the forward-looking statements in this news release to reflect new circumstances or events.