Mr. Mark Patchett reports
EMPIRE CLOSES $220,000 FINANCING
Empire Metals Corp. has closed its previously announced private placement
financing of 3,666,666 units at six cents per unit for proceeds of $220,000. Each unit comprises one
common share and one five-year transferable warrant, with each warrant entitling the holder to purchase
one additional share at a price of eight cents per share. Of the proceeds, $144,000 was issued on a flow-through basis. The
flow-through shares comprising the 2.4 million flow-through units and 2.4 million flow-through shares
issuable upon exercise of the warrants comprising the flow-through units will entitle holders to receive
tax benefits applicable to flow-through shares in accordance with provisions of the Income Tax Act
(Canada).
Participation by one insider of Empire, for 166,667 units or $10,000, comprising 4.5 per cent of the total amount
raised, constitutes a related party transaction within the meaning of TSX Venture Exchange Policy 5.9
and Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. Empire is relying on the exemptions contained in sections 5.5(a) and 5.7(1)(a) as the
fair market value of the participation in the private placement by the insider does not exceed 25 per cent
of the market capitalization of Empire, as determined in accordance with MI 61-101. Empire's board of
directors and specifically the independent members of the board, as applicable, reviewed and approved
the private placement subscription by the insider. Empire did not file a material change report in respect
of the related party transaction at least 21 days before closing of the private placement as the date of
closing was not previously known.
Proceeds of the financing will be used to finance exploration and pay debt and for working capital and
corporate purposes. The terms of the financing have been accepted for filing by the TSX Venture
Exchange. The units are restricted from trading until April 29, 2024.
Empire is a Canadian exploration and development company. Empire holds a 100-per-cent interest in the Buck
Lake platinum, palladium, nickel and gold project, located in Ontario, near the Lac Des Iles platinum
palladium mine. Empire also holds a controlling interest in the Fox Creek lithium project in Alberta and
the Gwyn Lake gold project, located in the heart of the historic Beardmore-Geraldton greenstone gold belt
in Ontario.
We seek Safe Harbor.
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