SLAM Closes Private Placement
28 Décembre 2022 - 10:30PM
SLAM Exploration Ltd. (TSXV: SXL) (the “Company” or
“SLAM”) announces that it has closed a private placement
of 1,530,000 flow-through units (the “
FT Units”)
at a price of $0.05 per FT Unit for gross proceeds of $76,500 (the
“
Private Placement”). Each FT Unit is comprised of
one common share in the capital of the Company issued on a
“flow-through” basis and one-half of one common share purchase
warrant issued on a non-flow-through basis (with two half common
share purchase warrants being a “
Warrant”). Each
Warrant will entitle the holder thereof to acquire one
non-flow-through common share at a price of $0.05 for a period of
24 months from the date of issuance. The FT Units are subject to a
statutory hold period of four months and one day which will expire
on April 21, 2023.
No finder’s fees were payable on the Private
Placement. Proceeds received from the FT Units will be used to fund
exploration on SLAM's gold and base metal projects in Canada with
the main focus on New Brunswick.
This news release does not constitute an offer
to sell or a solicitation of an offer to sell any of the securities
in the United States. The securities 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 state securities laws
and may not be offered or sold within the United States or to U.S.
Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
MI 61-101 Disclosure
Certain insiders of the Company participated in
the Private Placement for an aggregate total of $50,000 in FT
Units. The participation by such insiders is considered a
“related-party transaction” within the meaning of Multilateral
Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions (“MI 61-101”). The Company has relied on
exemptions from the formal valuation and minority shareholder
approval 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 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 involved the
related parties, exceeded 25% of the Company’s market
capitalization (as determined under MI 61-101).
The Company did not file a material change
report more than 21 days before the expected closing of the Private
Placement as the details of the participation therein by related
parties of the Company were not settled until shortly prior to
closing of the Private Placement and the Company wished to close on
an expedited basis for sound business reasons.
The Private Placement remains subject to final
acceptance from the TSX Venture Exchange.
For additional information call Mike Taylor at
506-623-8960.
About SLAM Exploration Ltd:
SLAM is a project-generating resource company
with base and precious metal properties in New Brunswick and
Ontario, Canada. In addition to its Menneval and Jake Lee gold
projects, the Company owns a portfolio of base metal properties in
the Bathurst Mining Camp (“BMC”) of New Brunswick. SLAM is actively
exploring the Jake Lee, Mount Victor and Little Mount Pleasant gold
properties in southwestern New Brunswick where Galway Metals is
working on a multi-million ounce gold deposit at Clarence stream.
SLAM owns the Cumberland Bay and Benjamin River rare earth element
(REE) projects in central and northern New Brunswick. The Company
holds NSR royalties on the Ferguson Brook and Ramsay Brook gold
properties and on the Superjack, Nash Creek and Coulee
zinc‐lead‐copper‐silver properties in the BMC. The Company holds
NSR royalties on the Reserve Creek and Opikeigen gold properties
and also owns the Keezhik and Miminiska gold projects in
Ontario.
The Company has generated cash from the sale of
securities received from mineral property option agreements with
other companies. Additional information about SLAM and its projects
is available at www.slamexploration.com or from SEDAR filings at
www.sedar.com. Follow us on twitter @SLAMGold.
Forward-Looking Statements
Certain information in this press release may
constitute forward-looking information, including statements that
address the Private Placement, the closing of the Private
Placement, future production, reserve potential, exploration and
development activities and events or developments that the Company
expects. This information is based on current expectations that are
subject to significant risks and uncertainties that are difficult
to predict. Actual results might differ materially from results
suggested in any forward-looking statements. The Company assumes no
obligation to update the forward-looking statements, or to update
the reasons why actual results could differ from those reflected in
the forward looking-statements unless and until required by
securities laws applicable to the Company. There are a number of
risk factors that could cause future results to differ materially
from those described herein. Information identifying risks and
uncertainties is contained in the Company's filings with the
Canadian securities regulators, which filings are available at
www.sedar.com.
Neither the TSXV nor its Regulation
Services Provider (as that term is defined in the policies of the
TSXV) accepts responsibility for the adequacy or accuracy of this
release.
CONTACT INFORMATION: |
|
Mike Taylor, President & CEO |
|
Contact: 506-623-8960 mike@slamexploration.com |
|
|
|
Eugene Beukman, CFO |
|
Contact: 604-687-2038 ebeukman@pendergroup.ca |
SEDAR: 00012459E |
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