18:39:07 EDT Thu 16 May 2024
Enter Symbol
or Name
USA
CA



South Star Battery Metals Corp (2)
Symbol STS
Shares Issued 34,477,461
Close 2023-08-11 C$ 0.485
Market Cap C$ 16,721,569
Recent Sedar Documents

South Star receives clearance for insider subscriber

2023-08-11 16:30 ET - News Release

Mr. Richard Pearce reports

SOUTH STAR BATTERY METALS ANNOUNCES CLOSING OF FINAL SUBSCRIPTION FROM ITS PREVIOUSLY ANNOUNCED OVERSUBSCRIBED NON-BROKERED PRIVATE PLACEMENT

Further to the news release dated July 14, 2023, South Star Battery Metals Corp. has received final clearance relating to one subscriber who will become an insider of the company upon closing of the private placement through ownership of in excess of 10 per cent of the company's issued and outstanding common shares. Following confirmation that the subscriber's personal information form has been reviewed and cleared by the TSX Venture Exchange, the company issued an aggregate of 7,373,884 units to the subscriber, and the subscriber's funds in the aggregate amount of $3,908,158.52 are available to the company. Proceeds from the private placement will be used for exploration, development, construction activities, corporate general and administrative expenses, and general working capital requirements.

Each unit consists of one common share of the company and one common share purchase warrant. Each warrant entitles the holder to purchase one additional common share of the company at an exercise price of $1.25 per share for a period of five years from the date of issue. The warrants are subject to an acceleration clause (described in more detail below). The securities issued to the subscriber pursuant to the private placement will be subject to a four-month hold period ending Dec. 12, 2023.

Acceleration clause

The acceleration clause of the warrants will provide that, if, during any period of 10 consecutive trading days between the date that is four months following the closing of the private placement and the expiry of the warrants, the daily volume-weighted average trading price of the common shares of the company on the TSX Venture Exchange (or such other stock exchange where the majority of the trading volume occurs) exceeds $2.50 on each day, the company may, within 30 days of such an occurrence, give written notice to the holders of the warrants that all unexercised warrants will expire at 4 p.m. Vancouver time on the 30th day following the giving of such notice. Upon receipt of such notice, the holders of the warrants will have 30 days to exercise their warrants, and any warrants that remain unexercised will expire.

Early warning disclosure

Fitpart Fund Administration Services Ltd. acquired 7,373,884 units on Aug. 11, 2023. Each unit is composed of one common share and one warrant. Each warrant entitles the acquiror to acquire one additional common share of the company for a period of five years from the closing of the private placement at an exercise price of $1.25 per share, subject to acceleration. The acquiror previously held 4,500 shares, representing 0.01 per cent of the issued and outstanding common shares of the company. Following the completion of the foregoing transaction, the acquiror has control over 7,378,384 common shares and 7,373,884 warrants, representing approximately 17.63 per cent of the company's undiluted issued and outstanding common shares. Assuming exercise of all the warrants, the acquiror will hold 14,752,268 common shares of the company, representing approximately 29.97 per cent of the issued and outstanding common shares of the company on a partially diluted basis.

The acquiror acquired the units through a private placement at a price of 53 cents per unit for aggregate consideration of $3,908,158.52.

The units were acquired for investment purposes. The acquiror may acquire additional securities or dispose of securities of the company in the future either on the open market, privately or otherwise depending on market conditions, reformulation of plans, other available investment and business opportunities, and/or other relevant factors.

The disclosure respecting the acquiror's shareholdings of the company contained in this press release is made pursuant to Multilateral Instrument 62-104 (Take-Over Bids and Issuer Bids), and a report respecting the above acquisition will be filed with the applicable securities commissions using the Canadian SEDAR+.

About South Star Battery Metals Corp.

South Star is a Canadian battery metal project developer focused on the selective acquisition and development of near-term production projects in the Americas. South Star's Santa Cruz graphite project, located in southern Bahia, Brazil, is the first of a series of industrial and battery metal projects that will be put into production. Brazil is the second-largest graphite-producing region in the world with more than 80 years of continuous mining. Santa Cruz has at-surface mineralization in friable materials, and successful large-scale pilot plant testing (greater than 30 tonnes) has been completed. The results of the testing show that approximately 65 per cent of graphitic carbon concentrate is plus-80 mesh with good recoveries and 95 per cent to 99 per cent Cg. With excellent infrastructure and logistics, South Star is fully financed for phase 1, and the 12-month construction and commissioning are under way. Santa Cruz will be the first new graphite production in the Americas since 1996 with phase 1 commercial production projected in fourth quarter 2023. Phase 2 production (25,000 tonnes per year) is partially financed and planned for 2026 while phase 3 (50,000 tpy) is scheduled for 2028.

South Star's second project in the development pipeline is strategically located in Alabama in the centre of a developing electric vehicle, aerospace and defence hub in the southeastern United States. The BamaStar project is a historic mine active during First World War and Second World War. A National Instrument 43-101 technical report with the maiden resource estimate has been filed on SEDAR+. Trenching, phase 1 drilling, sampling, analysis and preliminary metallurgical testing have been completed. The testing indicates a traditional crush/grind/flotation concentration circuit that achieved grades of approximately 94 to 97 per cent Cg with approximately 86-per-cent recoveries. South Star is executing on its plan to create a multiasset, diversified battery metal company with near-term operations in strategic jurisdictions. South Star trades on the TSX Venture Exchange under the symbol STS and on the OTCQB under the symbol STSBF.

South Star is committed to a corporate culture, project execution plan and safe operations that embrace the highest standards of environmental, social and governance principles based on transparency, stakeholder engagement, continuing education and stewardship.

This news release has been reviewed and approved by Richard Pearce, PE, a qualified person under National Instrument 43-101, president and chief executive officer of South Star.

We seek Safe Harbor.

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