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SERVICES OR FOR DISSEMINATION IN THE UNITED STATES /
THUNDER BAY, ON, Feb. 23, 2022 /CNW/ - Clean Air Metals
Inc. ("Clean Air Metals" or the "Company")
(TSXV: AIR) (OTCQB: CLRMF) (FRA: CKU) is pleased to announce that
it has closed the previously announced best efforts private
placement for total proceeds of approximately $12.5 million (the "Offering"), consisting
of (i) 23,150,400 flow-through units ("FT Units"), of which
10,869,600 were issued at a price of $0.23 per FT Unit (the "FT Issue
Price") and 12,280,800 at a price of $0.285 (the "Premium FT Issue
Price"), and (ii) 32,250,000 non-flow-through units
("Units") at a price of $0.20
per Unit (the "Unit Issue Price"). In connection with the
Offering, Paradigm Capital Inc. acted as sole bookrunner and lead
Agent (the "Lead Agent"), on behalf of a syndicate including
Beacon Securities Inc., Echelon Wealth Partners Inc., and Hannam
& Partners (collectively, the "Agents").
Each FT Unit consists of one common share of the Company and one
common share purchase warrant (each, a "Warrant") that each
qualify as a flow-through share (within the meaning of subsection
66(15) of the Income Tax Act (Canada)). Each Unit consists of one
non-flow-through common share of the company and one
non-flow-through Warrant. Each Warrant entitles the holder thereof
to acquire one common share of the Company at a price of
$0.25 for a period of 2 years
following the closing of the Offering.
Michael Gentile, a leading
strategic investor in the junior mining sector, purchased
$1.65 million of the Units as part of
the Offering.
The Company will use an amount equal to the gross proceeds
received by the Company from the sale of the FT Units to incur
eligible "Canadian exploration expenses" that will qualify as
"flow-through mining expenditures" as such terms are defined in the
Income Tax Act (Canada)
(the "Qualifying Expenditures") related to the Company's
projects in Ontario. All
Qualifying Expenditures will be renounced in favour of the
subscribers of the FT Units effective December 31, 2022.
As consideration for their services in connection with the
Offering, the Agents received: (a) a cash commission equal to
$738,242.16; and (b) 2,733,520
compensation options (the "Compensation Options"). 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 $0.20 per Compensation Option Share for a period
of 2 years following the closing of the Offering.
The securities offered have not been registered under the
U.S. Securities Act of 1933, as amended, and may not be offered or
sold in the United States absent
registration or an applicable exemption from the registration
requirements. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the securities in any State in which such offer,
solicitation or sale would be unlawful.
Management Comments
Abraham Drost, CEO of Clean Air
Metals stated that, "We are very pleased to confirm the successful
closing of the financing announced January
31, 2022. We very much appreciate the support of existing
shareholders and are pleased to add new investors as well,
including Mr. Michael Gentile, a
noted strategic investor in the space.
Drilling with two drills has recommenced at the Escape Lake
deposit and on massive sulphide target "E" at the base of the
Escape intrusion. The program in 2022 will be focused on systematic
infill drilling to upgrade the less than 15% Inferred
mineralization within the PEA mine plan. Drilling since the last
mineral resource update on January 20,
2021 and continuing into 2022 is targeted to add additional
tonnage and grade to the Escape deposit.
Followup work to the PEA mine plan will be based on Phase 3
metallurgical test work on drill-derived mini bulk samples by Blue
Coast Research in Victoria, BC.
Systematic metallurgical test work is through each year of the PEA
mine plan, determining the potential to improve Nickel grades in
concentrate and add Rhodium and Cobalt as payables.
The Company is also testing a number of promising geophysical
targets in the search for the source of massive sulphide
mineralization that has been documented in both Current and Escape
deposits."
About Clean Air Metals
Clean Air Metals' flagship asset is the 100% owned, high grade
Thunder Bay North Project, a platinum, palladium, copper, nickel
project located near the City of Thunder
Bay, Ontario and the Lac des Iles Mine owned by Impala
Platinum. The Thunder Bay North Project hosts twin magma conduit
bodies which host Current and Escape deposits forming the basis for
a positive preliminary economic assessment on a 10-year ramp access
underground mine plan with NI 43-101 compliant technical report
filed on SEDAR January 12, 2022 and
available on the Clean Air Metals website.
Executive Chair Jim Gallagher and
CEO Abraham Drost lead an
experienced team of geologists and engineers who are using the
Norilsk magma conduit stratigraphic and mineral deposit model to
guide ongoing exploration and development studies at Thunder Bay
North. As the former CEO of North American Palladium Ltd. which
owned the Lac des Iles Mine prior to the sale to Impala Platinum in
December 2019, Jim Gallagher and team are credited with the
mine turnaround and creation of significant value for
shareholders.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Cautionary Note Regarding Forward-Looking Information
The information contained herein contains "forward-looking
statements" within the meaning of applicable securities
legislation. Forward-looking statements relate to information that
is based on assumptions of management, forecasts of future results,
and estimates of amounts not yet determinable. Any statements that
express predictions, expectations, beliefs, plans, projections,
objectives, assumptions or future events or performance are not
statements of historical fact and may be "forward-looking
statements." Forward-looking statements in this press release
include statements related to the TSXV approval, use of proceeds of
the Offering, tax treatment of the flow-through shares and
flow-through units, and renunciation of the Qualifying Expenditures
are subject to a variety of risks and uncertainties which could
cause actual events or results to differ from those reflected in
the forward-looking statements, including, without limitation:
risks related to, risk related to the failure to obtain adequate
financing on a timely basis and on acceptable terms; risks related
to the outcome of legal proceedings; political and regulatory risks
associated with mining and exploration; risks related to the
maintenance of stock exchange listings; risks related to
environmental regulation and liability; the potential for delays in
exploration or development activities or the completion of
feasibility studies; the uncertainty of profitability; risks and
uncertainties relating to the interpretation of drill results, the
geology, grade and continuity of mineral deposits; risks related to
the inherent uncertainty of production and cost estimates and the
potential for unexpected costs and expenses; results of
prefeasibility and feasibility studies, and the possibility that
future exploration, development or mining results will not be
consistent with the Company's expectations; risks related to
commodity price fluctuations; and other risks and uncertainties
related to the Company's prospects, properties and business
detailed elsewhere in the Company's disclosure record. Should one
or more of these risks and uncertainties materialize, or should
underlying assumptions prove incorrect, actual results may vary
materially from those described in forward-looking statements.
Investors are cautioned against attributing undue certainty to
forward-looking statements. These forward-looking statements are
made as of the date hereof and the Company does not assume any
obligation to update or revise them to reflect new events or
circumstances, except in accordance with applicable securities
laws. Actual events or results could differ materially from the
Company's expectations or projections.
SOURCE Clean Air Metals Inc.