06:08:29 EDT Fri 17 May 2024
Enter Symbol
or Name
USA
CA



Tectonic Metals Inc
Symbol TECT
Shares Issued 240,030,490
Close 2023-05-09 C$ 0.125
Market Cap C$ 30,003,811
Recent Sedar Documents

Tectonic arranges $6-million private placement

2023-05-09 21:12 ET - News Release

Mr. Tony Reda reports

TECTONIC METALS ANNOUNCES C$6,000,000 PRIVATE PLACEMENT WITH STRATEGIC INVESTMENT BY CRESCAT CAPITAL TO FUND THE INAUGURAL 2023 DRILLING OF FLAT PROJECT

Tectonic Metals Inc. has entered into an agreement with Canaccord Genuity Corp., pursuant to which the lead agent, on behalf of a syndicate of agents, will act as lead agent for the company on a best effort agency basis in connection with a private placement of units of the company at a price of 11 cents per unit for gross proceeds to the company of up to $6-million. The offering has been structured to take advantage of the listed issuer financing exemption whereby common shares issued pursuant to the exemption will be freely tradable listed equity securities not subject to any hold period (see below).

Tectonic's largest shareholder, Crescat Capital, which currently owns 19.56 per cent of the issued and outstanding common shares of Tectonic, will be participating in the offering pursuant to a pre-emptive right granted to it by Tectonic.

Each unit will consist of one common share in the capital of the company and one-half of one common share purchase warrant. Each warrant will entitle the holder thereof to purchase one common share of the company for a period of 24 months following the closing date of the offering at an exercise price of 15 cents.

The units to be issued under the offering will be offered to purchasers pursuant to: (i) the listed issuer financing exemption under Part 5A of National Instrument 45-106 (Prospectus Exemptions) for gross proceeds of up to $5-million, in all the provinces of Canada, except Quebec; and (ii) the accredited investor exemption under NI 45-106 for the balance of the offering. The life units will not be subject to resale restrictions pursuant to applicable Canadian securities laws. The hold units will be subject to a statutory hold period of four months in accordance with applicable Canadian securities law. Purchasers under the offering will receive a fixed ratio of life units to hold units, being 5 to 1. Each subscriber must purchase one hold unit for every five life units purchased.

The agents will also be entitled to offer the units for sale in the United States pursuant to available exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended, and in those other jurisdictions outside of Canada and the United States, provided it is understood that no prospectus filing or comparable obligation arises in such other jurisdiction.

The net proceeds of the offering will be used to advance the company's Flat gold project and for general corporate and working capital purposes.

There is an offering document relating to the offering that can be viewed under the company's profile at SEDAR and on the company's website. Prospective investors should read this offering document before making an investment decision.

The offering is scheduled to close on or about May 30, 2023, and completion of the offering is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.

The offering and issuance of the units referenced in this press release will involve related parties (as such term is defined under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions)) and therefore constitutes a related-party transaction under MI 61-101. This transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(a) of MI 61-101 as the company is not listed or quoted on any of the stock exchanges or markets listed in Subsection 5.5(b) of MI 61-101 and the fair market value of the securities to be distributed and the consideration to be received for the securities under the offering will not exceed 25 per cent of the company's market capitalization.

About Tectonic Metals Inc.

Tectonic is a mineral exploration company created and operated by an experienced and well-respected technical and financial team with a record of wealth creation for shareholders. Key members of the Tectonic team were involved with Kaminak Gold Corp., the company that raised $165-million to finance the acquisition, discovery and advancement of the Coffee gold project in the Yukon Territory through to the completion of a bankable feasibility study before selling the multimillion-ounce gold project to Goldcorp Inc. (now Newmont) for $520-million in 2016. Tectonic is focused on the acquisition, exploration, discovery and development of mineral resources from district-scale projects in politically stable jurisdictions that have the potential to host world-class orebodies.

Whether at home or at work, the Tectonic team is grounded on the following core values: passion, integrity, patience, focus, perseverance, honesty, fairness, accountability, respect and a play-big mindset. The company works for its shareholders and is committed to creating value for them.

We seek Safe Harbor.

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