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File: 5 September 2014 EC Private Placement news release.docx


Ecometals Announces Convertible Debenture Financing


NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICE OR FOR DISSEMINATION IN THE UNITED STATES

Ecometals Limited (the "Company") (EC.H:NEX)(FRANKFURT:GDQ) announces that it intends to complete a private placement 
--->of convertible debentures (the "Offering"). The Offering will consist of up to 500 units of securities of the Company 
--->(each a "Unit") at a price of US$1,000 per Unit (the "Issue Price") for maximum aggregate proceeds of up to US$500,000
--->, and is subject to the conditional acceptance of the NEX.

The Company's listing was recently transferred to the NEX from the TSX Venture Exchange as the Company has not maintai
--->ned the requirements for a TSX Venture Tier 2 company. The Company was not able to satisfy its obligations to file its
---> audited financial statements for the financial years ended March 31, 2013 and March 31, 2014, the related annual mana
--->gement's discussion and analysis and related CEO and CFO certifications (the "2013 and 2014 Financial Statements") in 
--->accordance with the requirements of National Instrument 51-102 - Continuous Disclosure Obligations ("NI 51-102"), Nati
--->onal Instrument 52-109 - Certification of Disclosure in Issuer's Annual and Interim Filings and other applicable secur
--->ities laws.

As a result of the above, the Company is currently operating under a cease trade order by both the British Columbia Se
--->curities Commission and the Alberta Securities Commission (a "CTO"). No part of the proposed financing is occurring in
---> British Columbia or Alberta.

In accordance with Section 5.4 of the NEX Policies the Company intends to undertake a one-time financing of US$500,000
---> to bring the Company's continuous disclosure record up to date. the proceeds of the financing will be principally use
--->d to complete the Company's 2013 and 2014 Financial Statements, repay certain existing debt and pay for associated leg
--->al and accounting services in order to rectify the Company's continuous disclosure obligations.

Each Unit comprises a convertible unsecured debenture (the "Debenture") of the Company in the principal amount of US$1
--->,000, convertible at the option of the holder at anytime up to and including the date of maturity, being the first ann
--->iversary of the issuance of the Debenture for 20,000 common shares of the Company. The remainder of the Unit consists 
--->of 20,000 common share purchase warrants (each, a "Warrant"), with each Warrant entitling the holder thereof to acquir
--->e one Common Share at a price of C$0.05 until the first anniversary of the issuance of the Warrant.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor sha
--->ll there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful pri
--->or to registration or qualification under the securities laws of any such jurisdiction.

About Ecometals

Ecometals Limited is a Canadian-listed mineral exploration and development company focused on mineral resources in Lat
--->in America. Apart from its interests in manganese, Ecometals also has gold exploration activities in Ecuador.


Contact Information
Investors:

William Lamarque Chief Executive Officer e-mail: wlamarque@ecometalsltd.com

 


 
 
 
 
 
Forward-Looking Information:

This press release contains certain "forward-looking information". All statements, other than statements of historical
---> fact, that address activities, events or developments that the Company believes, expects or anticipates will or may o
--->ccur in the future (including, without limitation, statements relating to the proposed placement) constitute forward-l
--->ooking information. This forward-looking information reflects the current expectations or beliefs of the Company based
---> on information currently available to the Company as well as certain assumptions including, without limitation, assum
--->ptions as to the ability of the Company to raise funds in general and to obtain the approval of the NEX to the Offerin
--->g. Forward-looking information is subject to a number of significant risks and uncertainties and other factors that ma
--->y cause the actual results of the Company to differ materially from those discussed in the forward-looking information
--->, and even if such actual results are realized or substantially realized, there can be no assurance that they will hav
--->e the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ
---> materially from current expectations include, but are not limited to, detrimental market conditions, a lack of invest
--->or interest, and the failure of the Company to obtain the approval of the NEX in a timely manner.

Any forward-looking information speaks only as of the date on which it is made and, except as may be required by appli
--->cable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, wheth
--->er as a result of new information, future events or results or otherwise. Although the Company believes that the assum
--->ptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of f
--->uture performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty
---> therein.

Neither NEX nor its Regulation Services Provider (as that term is defined in the policies of the NEX) accepts responsi
--->bility for the adequacy or accuracy of this release.