Scandium International Mining Announces Closing of First Tranche of Non-Brokered Private Placement
NEWS RELEASE
TSX: SCY
May 24, 2022
NR 22-03
www.scandiummining.com
SCANDIUM INTERNATIONAL MINING
ANNOUNCES CLOSING OF FIRST TRANCHE
OF NON-BROKERED PRIVATE PLACEMENT
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION
OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES
Reno, Nevada, May 24, 2022 – Scandium International Mining Corp . (TSX:SCY) (“Scandium
International” or the “Company”) is pleased to announce the closing of the first tranche of the
Company’s private placement first announced on April 19, 2022 (the “Offering”). Within the first
tranche, the Company raised aggregate gross proceeds of C$2,085,250 through the sale of
23,169,444 units (each, a “Unit”) at a price of C$0.09 per Unit. The Company expects to close
the second tranche of the Offering on or about June 3, 2022.
Each Unit issued pursuant to the first tranche consists of one common share of the Company (a
“Common Share”) and one share purchase warrant (a “Warrant”). Each Warrant will entitle the
holder to acquire a Common Share at C$0.1075 for sixty (60) months until May 20, 2027.
In connection with the first tranche, the Company paid to an eligible finder C$10,350 in cash.
Certain insiders of the Company including unanimous participation by all board members (two
directly and two indirectly through Scandium Investments LLC, the company’s largest
shareholder) have subscribed for an aggregate of 7,377,222 Units for aggregate gross proceeds
of C$663,950. Scandium Investments LLC invested US$500,000 in the first tranche. The
participation by these insiders within the Offering will support advancement of the Company’s
renewed focus on the Nyngan Scandium Project and general working capital purposes.
The issuance of the Units to the insiders are considered related party transactions within the
meaning of TSXV Policy 5.9 and Multilateral Instrument 61 -101 Protection of Minority Security
Holders in Special Transactions (“MI 61-101”). The Company has relied on the exemptions from
the formal valuation and minority approval requirements under sections 5.5(a) and 5.7(1)(a) of MI
61-101, on the basis that the participation by the insiders does not exceed 25% of the market
capitalization of the Company.
The net proceed s from the sale of the Units will be used towards the development of the
Company’s scandium minerals properties and for general and administrative expenses. The
Offering is conditional upon receipt of required regulatory approvals, including the approval of the
TSX.
The securities issued and issuable pursuant to the Offering, will be subject to a four month
statutory hold period in accordance with applicable Canadian securities laws. The securities will
also be subject to restrictions under U.S. securities laws, which generally restrict any resales for
a period of six months.
Scandium Investments LLC’s Report on Ownership of Shares of the Company
On May 20, 2022, Scandium Investments LLC (“SIL”), a limited liability company existing under
the laws of Nevada, acquired 7,202,222 Units at a price of $0.09 per Unit for the aggregate
purchase price of $648,199.98 pursuant to the Offering. Each Unit consists of one Common Share
and one Warrant. Each Warrant entitles the holder to acquire one additional Common share of
the Company at an exercise price of $0.1075 per share until May 20, 2027.
Immediately prior to the Offering, SIL owned 66,268,694 Common Shares, representing 20.84%
of the then issued and outstanding Common Shares of the Company. As a result of the foregoing
Offering, SIL owns and/or has control over 73,4 70,916 Common Shares of the Company and
SIL’s ownership of the issued and outstanding Common Shares of the Company increased from
20.84% to 21.53% on an undiluted basis. In addition, SIL acquired 7,202,222 Warrants pursuant
to the Offering. If SIL were to exercise all of its Warrants, SIL would own 80,67 3,138 Common
Shares of the Company, representing 23.15% of the issued and outstanding Common Shares of
the Company on a partially diluted basis, assuming no further Common Shares of the Company
have been issued.
SIL acquired the securities for investment purposes. SIL may, depending on the market and other
conditions, increase or decrease its beneficial ownership of the Company’s securities, whether in
the open market, by privately negotiated agreements or otherwise, subject to a number of factors,
including general market conditions and other available investment and business opportunities.
The disclosure respecting SIL’s shareholdings contained in this press release is made pursuant
to Multilateral Instrument 62-103 and a report respecting the above acquisition will be filed with
the applicable securities commissions using the Canadian System for Electronic Document
Analysis and Retrieval (SEDAR) and will be available for viewing at www.sedar.com.
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 have not been and will
not be registered under the United States Securities Act of 1933 (the “1933 Act”) or any
state securities laws and may not be offered or sold within the United States or to U.S.
Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable
state securities laws, or an exemption from such registration is available.
ABOUT SCANDIUM INTERNATIONAL MINING CORP.
The Company is focused on developing its Nyngan Scandium Project, located in NSW, Australia, into
the world’s first scandium-only producing mine. The project is 100% owned by the Company, through
our Australian subsidiary, EMC Metals Australia Pty Ltd.
The Company filed a NI 43 -101 technical report in May 2016, titled “Feasibility Study – Nyngan
Scandium Project”. That feasibility study delivered an expanded scandium resource, a first reserve
figure, and an estimated 33.1% IRR on the project, supported by extensive metallurgical test work and
an independent, 10-year global marketing outlook for scandium demand.
For inquiries to Scandium International Mining Corp, please contact:
Peter Evensen (CEO)
Tel: (702) 703-0178
Harry de Jonge (Comptroller)
Tel: (702) 703-0178
Email: [email protected]
This press release contains forward-looking statements about the Company and its business. Forward
looking statements are statements that are not historical facts and include but are not limited to
statements regarding the Offering, the use of proceeds, closing of the second tranche of the Offering,
and TSX approval. The forward-looking statements in this press release are subject to various risks,
uncertainties and other factors that could cause the Company's actual results or achievements to differ
materially from those expressed in or implied by forward looking statements. These risks, uncertainties
and other factors include, without limitation risks related to uncertainty in the demand for scandium.
Forward-looking statements are based on the beliefs, op inions and expectations of the Company's
management at the time they are made, and other than as required by applicable securities laws, the
Company does not assume any obligation to update its forward -looking statements if those beliefs,
opinions or expectations, or other circumstances, should change.