04:02:53 EDT Fri 10 May 2024
Enter Symbol
or Name
USA
CA



Electric Metals (USA) Ltd
Symbol EML
Shares Issued 117,140,736
Close 2023-08-22 C$ 0.25
Market Cap C$ 29,285,184
Recent Sedar Documents

Electric Metals receives subscriptions for $3.75M

2023-08-22 12:40 ET - News Release

Mr. Gary Lewis reports

ELECTRIC METALS (USA) LIMITED ("EML") PROVIDES UPDATE ON NON-BROKERED FINANCING

Further to its press releases of May 16, 2023, and June 19, 2023, Electric Metals (USA) Ltd. has received subscription agreements from Quail Bend LLC for the purchase and sale of a further 15,957,447 units, to be completed in two tranches: the first is expected to be for 1,702,128 units for proceeds of $400,000.08 and the second is expected to be for a further 14,255,319 units for proceeds of $3,349,999.97, for aggregate proceeds of the two tranches of $3,750,000.05. The agreements will be fully executed on closing. The first tranche is expected to be completed on or about Aug. 25, 2023, subject to receipt of TSX Venture Exchange approval. The second tranche is expected to be completed as described as follows.

The company previously closed a first closing of this financing of a maximum of 21,276,596 units on June 16, 2023. Please see the company's press release dated June 19, 2023. Pursuant to such first closing, the company issued a total of 5,319,149 units for gross proceeds of $1,250,000.02. Each unit in the offering is priced at 23.5 cents per unit and consists of one common share in the capital of the company and one common share purchase warrant, with each warrant exercisable to acquire one additional common share at an exercise price of 35 cents for a period of 24 months from the date of issuance of the warrant, which may be cashlessly exercised subject to certain conditions.

The offering is being conducted in connection with a binding letter of intent between the company and Quail Bend dated May 12, 2023, as amended effective Aug. 21, 2023, pursuant to which Quail Bend, or a special purposes vehicle created by Quail Bend, agreed to acquire up to 21,276,596 units (or up to an approximately 16.7-per-cent ownership interest as at May 12, 2023, in the company (on a non-diluted basis)). Please see the press release of the company dated May 16, 2023, for more information, as well as the full text of the letter of intent and amending agreement filed under the company's profile on SEDAR+.

The second-tranche closing is expected to cause Quail Bend (and/or its SPV) to become a control person under applicable TSX-V policies. The company has determined to hold a special shareholder meeting on or about Oct. 5, 2023, at which it will seek the approval of shareholders for the creation of Quail Bend and/or the SPV as a new control person of the company. An information circular containing information with respect to the meeting and further details regarding the offering, the units and related matters will be mailed to all shareholders in due course and available for review on SEDAR+. There can be no assurances that a second-tranche closing will occur, either on the terms outlined herein or at all. In addition to shareholder approval, closing of any tranches of the offering is subject to the receipt of all required regulatory approvals, including the TSX-V. Subject to the receipt of such approvals and the satisfaction of certain other conditions, closing of the second tranche is expected to occur within five business days of the receipt of shareholder approval in respect of the creation of Quail Bend and/or the SPV as a new control person of the company. The company and Quail Bend have entered into an amending agreement extending the outside date of the letter of intent to the earlier of: (i) five business days after receipt of shareholder and TSX-V approvals permitting Quail Bend to become a control person; and (ii) Oct. 31, 2023.

A minimum of 80.0 per cent of any funds raised from proceeds of the offering from Quail Bend will be used on further exploration and development of the company's Emily manganese project in Minnesota, United States, including continued drilling, battery test work, and process design and preliminary mine studies.

The summary of the letter of intent in this press release is qualified in its entirety by the full text of the letter of intent and the amendment thereto, which can be accessed on SEDAR+ under the company's profile. Please refer to the letter of intent and the amendment for more information in respect of the offering.

About Electric Metals (USA) Ltd.

Electric Metals (USA) is a U.S.-based mineral development company with manganese and silver projects geared to supporting the transition to clean energy. The company's principal asset is the Emily manganese project in Minnesota, which has been the subject of considerable technical studies, including a National Instrument 43-101 technical report resource estimate, with over $26-million (U.S.) invested to date. The company's mission in Minnesota is to become a domestic U.S. producer of high-purity, high-value manganese metal and chemical products for supply to U.S. energy, technology and industrial markets. With manganese playing a critical and prominent role in lithium-ion battery formulations and with no current domestic supply or active mines for manganese in North America, the development of the Emily manganese project represents a significant opportunity for America, the state of Minnesota and for the company's shareholders. In addition, the company owns and operates the Corcoran silver-gold project and the Belmont silver project in Nevada, with the former also having been the subject of an NI 43-101 technical report resource estimate.

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