Pacific Imperial Announces Non-Brokered Private Placement
NOT FOR DISTRIBUTION TO THE UNITED STATES OR FOR DISSEMINATION IN THE UNITED STATES
PACIFIC IMPERIAL ANNOUNCES NON-BROKERED PRIVATE PLACEMENT
Vancouver, British Columbia/ October 21, 2020 – Pacific Imperial Mines Inc. (TSX.V: PPM) (“ Pacific
Imperial ” or the “ Company ”) is pleased to announce that, subject to the approval of the TSX.V it proposes
to raise up to $75,000 through a non-brokered priva te placement (the “ Private Placement ”) of up to
1,500,000 flow-through shares (the “FT Shares ”) at a price of $0.05 per FT Share.
Common Shares issued under the FT Share Offering will qualify as ‘flow through shares’ (“ Flow Through
Shares ”) under the Income Tax Act (Canada). The gross proceeds from the Offering wil l be used to incur
‘Canadian exploration expenses’ that will qualify as ‘flow through mining expenditures’ under the Income
Tax Act and will be renounced to the initial purchasers of the Flow Through Shares.
It is anticipated that certain directors, officers and other insiders of the Company will acquire Shares. Such
participation will be considered to be “related par ty transactions” within the meaning of TSX Venture
Exchange Policy 5.9 and Multilateral Instrument 61-101 Protection of Minority Security Holders in Special
Transactions (“MI 61-101”) adopted in the Policy. T he Company intends to rely on the exemptions from
the formal valuation and minority shareholder appro val requirements of MI 61-101 contained in sections
5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the Private Placement as neither
the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of
the consideration for, the transaction, insofar as it involves the related parties, is expected to exc eed 25%
of the Company’s market capitalization (as determined under MI 61-101).
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 of America. The securities hav e not been and will not be registered under the Uni ted
States Securities Act of 1933, as amended, (the “U. S. Securities Act”) or any state securities laws an d may
not be offered or sold within the United States or to U.S. Persons (as defined in the U.S. Securities Act)
unless registered under the U.S. Securities Act and applicable state securities laws, or an exemption from
such registration requirement is available.
All securities issued in the Private Placement will be subject to a hold period of four months and one day
following the closing date of the Private Placement.
Finder’s fees may be payable in cash and Warrants in accordance with the policies of the Exchange.
The Company intends to use the gross proceeds of th e Private Placement for payments related to the
upcoming work programs on the TREK 31 Project, whic h includes Induced Polarization (IP) geophysical
survey across the source area of the till anomaly t o target areas of anomalous chargeability and resis tivity
for identification of drill targets. Drill targets will likely be identified that could be drilled fro m existing
logging roads.
Technical details on the TREK 31 Project have been previously release by Orogen Royalties Inc. and can
be found at:
https://www.orogenroyalties.com/news/orogen-options-the-trek-31-gold-project-to-pacific-imperial-
mines
About Pacific Imperial Mines
Pacific Imperial is a mineral exploration company based in Vancouver, Canada, engaged in the
acquisition, exploration, evaluation and development of mineral properties in an acceptable risk
environment.
The company’s current focus is on the acquisition o f gold and base metal properties. Pacific Imperial’ s
Board of Directors, management team and technical a dvisors have collective geological and financing
experience exceeding 200 years.
ON BEHALF OF THE BOARD OF DIRECTORS
s/ “Chris McLeod “
Chris McLeod, President
For further information please contact:
Roman Shklanka, Chairman, at 604-649-6195, or Chris McLeod, President, at 604-669-6332
Email: [email protected]
Neither 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 Information
This news release includes certain statements that may be deemed "forward looking statements". All
statements in this news release, other than statements of historical facts, that address events or developments
that Pacific Imperial Mines Inc. (the "Company“) expects to occur, are forward looking statements. Forward
looking statements are statements that are not hist orical facts and are generally, but not always, ide ntified
by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and
similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur.
Although the Company believes the expectations expr essed in such forward looking statements are based
on reasonable assumptions, such statements are not guarantees of future performance and actual results may
differ materially from those in the forward looking statements. Factors that could cause the actual re sults
to differ materially from those in forward looking statements include market prices, exploitation and
exploration successes, and continued availability of capital and financing, and general economic, market or
business conditions. Investors are cautioned that a ny such statements are not guarantees of future
performance and actual results or developments may differ materially from those projected in the forward
looking statements. Forward looking statements are based on the beliefs, estimates and opinions of the
Company’s management on the date the statements are made. Except as required by securities laws, the
Company undertakes no obligation to update these fo rward looking statements in the event that
management's beliefs, estimates or opinions, or other factors, should change.
A number of mineral resources or significant occurrences disclosed herein relate to nearby properties owned
by other companies, and the data presented have bee n extracted from these companies’ press releases an d
websites. A Qualified Person has been unable to verify this information from the adjacent properties, and
such results are not necessarily indicative of pote ntial quantities or grades of mineralization on the
Company’s properties.