09:47:34 EDT Wed 15 May 2024
Enter Symbol
or Name
USA
CA



GPM Metals Inc (3)
Symbol GPM
Shares Issued 83,779,058
Close 2023-06-05 C$ 0.065
Market Cap C$ 5,445,639
Recent Sedar Documents

GPM Metals closes $426,250 private placement

2023-06-08 17:38 ET - News Release

Mr. Peter Walsh reports

GPM METALS ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT

GPM Metals Inc. has closed its previously announced non-brokered private placement, consisting of the issuance of an aggregate of 7.75 million units of the company at a price of 5.5 cents per unit, for aggregate gross proceeds of $426,250. Each unit consists of one common share in the capital of the company and one share purchase warrant of the company. Each warrant entitles the holder thereof to acquire one additional common share at an exercise price of 10 cents per share for a period of five years from the closing date of the private placement. The net proceeds from the private placement are expected to be used by the company to finance general corporate and administrative expenses, subject to reallocation where deemed necessary.

As a result of the closing of the private placement, there are now an aggregate of 83,779,058 common shares issued and outstanding on a non-diluted basis. The common shares underlying the units and the warrants (including, any securities issuable upon the exercise thereof) are subject to a four-month hold period, expiring on Oct. 9, 2023, under applicable securities laws in Canada and the policies of the TSX Venture Exchange. The private placement is subject to final acceptance by the TSX-V.

Except as described below, no finders' fees or commissions were paid, and the company did not engage any security dealers in connection with the private placement. In connection with the private placement, the company paid a finder's fee to an arm's-length registered securities dealer in the amount of $1,130.

Insider participation

Certain insiders of the company, including Peter Walsh (chief executive officer and director), Shaun Drake (corporate secretary) and Daniel Noone (chairman), participated in the private placement by acquiring an aggregate of 1,655,000 units (200,000 units, in the case of Mr. Walsh; 90,000 units, in the case of Mr. Drake; 365,000 units, in the case of Mr. Noone (through an entity controlled by Mr. Noone); and one million units, in the case of the fourth insider (a 10-per-cent-plus securityholder of the company).

As a result of the participation of the insiders in the private placement, the private placement constitutes a related-party transaction under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). However, the company is relying on the 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), respectively, of MI 61-101 in respect of such insider participation, as neither the fair market value of the units issued to the insiders (individually or in the aggregate), nor the fair market value of the entire private placement exceeds 25 per cent of the company's market capitalization as determined in accordance with MI 61-101. The company did not file a material change report with respect to the participation of the insiders at least 21 days prior to the closing of the private placement, as the insider participation was not confirmed at such time. The shorter period was necessary to permit the company to avail itself of potential financing opportunities and close the private placement in a time frame consistent with usual market practice for transactions of this nature.

About GPM Metals Inc.

GPM Metals is a mineral exploration company with offices in Toronto and Melbourne. The company's current holdings include the district-scale Walker gossan project, Northern Territory, Australia, a joint venture with Rio Tinto Exploration Pty. Ltd.

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