Mr. Robert Hinchcliffe reports
GALWAY METALS ANNOUNCES CLOSING OF $17.35 MILLION BEST EFFORTS OFFERING FINANCING
Galway Metals Inc. has closed the previously announced best efforts offering for aggregate gross proceeds of $17.35-million, consisting of 17,877,300 common shares of the Company that qualify as "flow-through shares" (within the meaning of subsection 66(15) of the Income Tax Act (Canada)) (the "FT Shares") at a price of $0.635 per FT Share, and 13,636,400 common shares of the Company ("Offered Shares") at a price of $0.44 per Offered Share (together, collectively hereinafter referred as the "Offered Securities") (the "Offering").
The Offering was carried out by a syndicate of underwriters led by Paradigm Capital Inc. (the "Lead Agent"), and including Laurentian Bank Securities Inc. (collectively, the "Agents").
Mr. Eric Sprott purchased C$3.0 million of Offered Shares in the Offering. Following the closing of the Offering, Mr. Sprott's fully diluted ownership interest in the Company was approximately 3.8%.
The Offering is subject to regulatory approval and all securities issued pursuant to the Offering will have a hold period of four months and one day. The Company intends to use the net proceeds from the Offering to fund ongoing exploration, to update the Company's technical studies, and for general corporate purposes. Gross proceeds received by the Company from the sale of FT Shares will be used to incur Canadian Exploration Expenses (''CEE'') that are ''flow-through'' mining expenditures (as such terms are defined in the Income Tax Act (Canada)). Such gross proceeds will be renounced to the subscribers with an effective date not later than December 31, 2020, in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of FT Shares.
As consideration for the services provided by the Agents in connection with the Offering: (a) the Agents received a cash commission equal to 6% of the gross proceeds of the Offering; and (b) the Agents received that number of compensation options (the "Compensation Options") as is equal to 6% of the number of Offered Securities issued under the Offering on the closing date of the Offering (the "Closing Date"). Each Compensation Option is exercisable to acquire one common share of the Company, issued on a non-flow through basis (each, a "Compensation Option Share") at a price of $0.44 per Compensation Option Share, for a period of twenty-four (24) months after the Closing Date.
The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. state security laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with requirements of an applicable exemption therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Galway Metals Inc.
Galway Metals is focused on two gold projects in Canada, Clarence Stream, an emerging gold district in New Brunswick, and Estrades, the former producing, high-grade VMS mine in Quebec. The Company began trading on January 4, 2013, after the successful spinout to existing shareholders from Galway Resources following the completion of the US$340 million sale of that company. With substantially the same management team and Board of Directors, Galway Metals is keenly intent on creating similar value as it had with Galway Resources.
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