An anonymous director reports
METALLIC MINERALS CLOSES C$6 MILLION BROKERED PRIVATE PLACEMENT FINANCING
Metallic Minerals Corp. has completed its previously announced brokered private placement financing, including the exercise in full of the overallotment option, for total gross proceeds of $6,000,024 from the sale of 25,000,100 units of the company at a price of 24 cents per unit. Each unit consists of one common share of the company and one-half of one common share purchase warrant of the company. Each warrant entitles the holder to purchase one common share at a price of 34 cents at any time on or before July 30, 2027.
Cormark Securities Inc., as lead agent, and Canaccord Genuity Corp., SCP Resource Finance LP and Beacon Securities Ltd. acted as agents in connection with the offering.
The units were sold in Canada in accordance with the listed issuer financing exemption under National Instrument 45-106, Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The common shares and warrants are freely tradeable in Canada in accordance with applicable Canadian securities legislation. The units were also sold in the United States pursuant to one or more exemptions from the registration requirements of the United States Securities Act of 1933, as amended, and in offshore jurisdictions in accordance with applicable securities legislation. There is an offering document related to the offering that can be accessed under the company's profile on SEDAR+ and on the company's website.
The company intends to use the net proceeds of the offering to advance its La Plata copper-silver-gold-PGE (platinum group element) project located in southwestern Colorado, exploration at its Keno silver project and other properties in Yukon, Canada, and for working capital and general corporate purposes, as described further in the offering document.
Newmont Corp., through its wholly owned subsidiary, Newcrest International Pty. Ltd., has indicated that it intends to exercise its participation rights pursuant to the investor rights agreement with the company dated May 18, 2023, to maintain its pro rata shareholding in the company in connection with the offering. No commission or other fees will be made to the agents in connection with any participation by Newmont.
To accommodate participation by management and insiders, along with the anticipated participation of Newmont (an insider of the company), a separate non-brokered private placement is expected to follow. The participation by insiders under the non-brokered offering and the participation by a director under the offering constitute related party transactions pursuant to Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company is exempt from the requirements to obtain a formal valuation and minority shareholder approval in connection with the participation of the related parties in the private placements in reliance on the exemptions contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, respectively. The company did not file a material change report at least 21 days before the expected closing date of the offering as the insider participation had not been confirmed at that time and the company wished to close the offering as expeditiously as possible. All securities issued to the foregoing management and insiders under the current offering or the subsequent non-brokered offering will be subject to a hold period expiring four months and one day following their issue date.
As consideration for their services under the offering, the agents received aggregate cash fees of $247,530.23 and were issued at total of 1,031,375 non-transferable broker warrants of the company. Each broker warrant is exercisable into one common share at a price of 34 cents per common share at any time on or before July 30, 2027. In connection with the offering, the company has also paid finders' fees totalling $29,000 to certain finders other than the agents.
About Metallic Minerals Corp.
Metallic Minerals is a resource-stage mineral exploration company, focused on copper, silver, gold, platinum group elements and other critical minerals at the La Plata project in southwestern Colorado, and the Keno silver project adjacent to Hecla Mining's Keno Hill silver operations in Yukon. The company is also one of the largest holders of alluvial gold claims in Yukon and is building a production royalty business by partnering with experienced mining operators.
Metallic Minerals is led by a team with a record of discovery and exploration success on several major precious and base metal deposits in North America, as well as having large-scale development, permitting and project financing expertise. The Metallic Minerals team is committed to responsible and sustainable resource development, and has worked closely with Canadian first nation groups, U.S. tribal and native corporations, and local communities to support successful project development.
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