Fireweed Metals Announces $61.5 Million Private Placement with Strategic Investment from JX Advanced Metals Corporation
/NOT FOR DISTRIBUTION TO
TSXV:
FWZ
OTCQX:
FWEDF
FSE:
M0G
"JX Advanced Metals has a long track record of partnering with
Private Placement
The Company will undertake a non-brokered private placement to raise aggregate gross proceeds of up to
Strategic Investor Participation
JX and trusts settled by the late
JX is expected to subscribe for approximately 11,343,294 Shares. Upon completion of the Offering, JX is expected to hold approximately 11,343,294 Shares, representing approximately 5.0% of the Company's issued and outstanding Shares on a non-diluted basis, assuming completion of the Offering.
The Lundin Family Trusts are expected to subscribe for approximately 3,360,846 Shares of the Company. Upon completion of the Offering, the Lundin Family Trusts are expected to hold approximately 51,853,509 Shares, representing approximately 22.9% of the Company's issued and outstanding Shares on a non-diluted basis, maintaining their pro-rata ownership interest in the Company.
Related Party Transaction
Participation by the Lundin Family Trusts in the Offering will constitute a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"), as a private entity controlled by the Lundin Family Trusts currently holds more than 10% of the Company's outstanding Shares. The Company expects such participation to be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to Sections 5.5(a) and 5.7(1)(a) thereof, as neither the fair market value of the securities to be issued to the related party nor the consideration to be paid by the related party will exceed 25% of the Company's market capitalization.
Closing
The Offering is expected to close on or about
All securities issued pursuant to the Offering will be subject to a four-month plus one day hold period under applicable Canadian securities laws.
The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in
About
Fireweed is an exploration company focused on unlocking value in a new critical metals district located in
Fireweed trades on the
Additional information about Fireweed and its projects can be found on the Company's website at FireweedMetals.com and at www.sedarplus.ca
ON BEHALF OF FIREWEED METALS CORP.
"
CEO
Neither the
Cautionary Statements
Forward Looking Statements
This news release contains "forward-looking" statements and information ("forward-looking statements"). All statements, other than statements of historical facts, included herein, including, without limitation, statements relating to the Offering, timing and completion thereof, completion and use of proceeds thereof, insider participation, MI 61-101 exemptions, regulatory approvals, statements relating to future work plans, and the potential of the Company's projects, are forward looking statements. Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends", "estimates", "potential", "possible", and similar expressions, or statements that events, conditions, or results "will", "may", "could", or "should" occur or be achieved. Forward-looking statements are based on the beliefs of Company management, as well as assumptions made by and information currently available to Company management and reflect the beliefs, opinions, and projections on the date the statements are made. Forward-looking statements involve various risks and uncertainties and accordingly, readers are advised not to place undue reliance on forward-looking statements. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include but are not limited to, the need for regulatory approvals, the inability to enter into definitive agreements, exploration and development risks, unanticipated reclamation expenses, expenditure and financing requirements, general economic conditions, changes in financial markets, the ability to properly and efficiently staff the Company's operations, the sufficiency of working capital and funding for continued operations, title matters, First Nations relations, operating hazards, political and economic factors, competitive factors, metal prices, relationships with vendors and strategic partners, governmental regulations and oversight, permitting, seasonality and weather, technological change, industry practices, uncertainties involved in the interpretation of drilling results and laboratory tests, and one-time events. The Company assumes no obligation to update forward‐looking statements or beliefs, opinions, projections or other factors, except as required by law.
SOURCE
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