October 7, 2020
Vancouver, BC: Metallis Resources Inc. (TSX-V: MTS; OTCQB: MTLFF; FSE: 0CVM) (the “Company” or “Metallis”) today announces the closing of the first tranche (“First Tranche”) of its non-brokered private placement (the “Financing”) which was initially announced on September 28, 2020, raising $2,994,350. The Company has received conditional approval of the Financing from the TSX-V. The Company also announces that due to investor demand, it has now increased the size of the Financing from $3 million to $3.5 million by adding an additional 300,000 non-flow through units at $0.40 per unit and 850,000 flow-through units at $0.45 per unit.
The Financing will now consist of up to 3,072,222 flow-through units at a price of $0.45 per unit for proceeds of up to $1,382,500 and up to 5,300,000 non-flow-through units at a price of $0.40 per unit for proceeds of up to $2,120,000. The First Tranche closed 4,805,000 units at $0.40 per unit for proceeds of $1,922,000, and 2,383,000 flow-through units at $0.45 per unit for proceeds of $1,072,350.
Each flow-through unit consists of one flow-through common share and one non-flow-through, non-transferable share purchase warrant. Each warrant will entitle the holder to purchase one additional common share at a price of $0.68 per share for a 3-year period.
Each non-flow-through unit consists of one common share and one non-flow-through, non-transferable share purchase warrant. Each warrant will entitle the holder to purchase one additional common share at a price of $0.60 per share for a 3-year-period.
The flow-through shares will qualify as “flow-through shares” for the purpose of the Income Tax Act (Canada) (the “Act”). The proceeds of the flow-through private placement will be incurred on “Canadian exploration expenses” (within the meaning of the Act). The Company will renounce these expenses to the purchasers with the effective date no later than December 31, 2020, and as required under the Act.
The flow-through proceeds from the Financing will be used strictly for qualifying exploration expenditures and the non-flow-through proceeds will be used for both exploration and general working capital.
Canaccord Genuity Corp. acted as a finder in association with a certain subscription in the First Tranche. The Company will pay Canaccord $3,150 in cash finders fees and will issue 7,000 finder’s warrants exercisable at $0.40 per share for 3 years from the date of issuance.
Shares and warrants issued on closing are subject to a trading hold period expiring four months plus one day from the date of issue.
Metallis also announces that it has granted Frank Lagiglia of Nicosia Capital Corp. stock options to purchase 100,000 shares of the Company at a price of $0.40 per share for a five-year period. The options will vest over a one-year period. Nicosia has been a provider of investor relations services to the Company since August 2018 and was not granted any stock options prior to this announcement. The options are granted in accordance with Metallis Resources Stock Option Plan (the “Plan”) as approved by the shareholders at the Company’s Annual General and Special Meeting held on September 15, 2020. A copy of the Plan is available under the Company’s SEDAR profile at www.sedar.com.
About the Kirkham Property
The wholly-owned 106 sq. km Kirkham Property is located about 65 km north of Stewart, B.C., in the heart of the Golden Triangle’s prolific Eskay Camp. The Property is prospective for multiple mineral deposit types and is located along a strategic geological boundary – the “Red-line” exposed on the western margin of the Eskay Rift system in the Golden Triangle, northwestern British Columbia.
The northern border of Kirkham is contiguous to Garibaldi Resources’ E&L Nickel Mountain Project. The northeast corner of Kirkham is within 12 km of the Eskay Creek mine while the eastern border is within 15 – 20 km of Seabridge Gold’s KSM deposits and Pretium Resources’ Brucejack mine.
Metallis Resources Inc. is a Vancouver-based company focused on the exploration of gold, copper, nickel, and silver at its 100%-owned Kirkham Property situated in northwest British Columbia’s Golden Triangle. Metallis trades under the symbols MTS on the TSX Venture Exchange, MTLFF on the OTCQB Exchange, and 0CVM on the Frankfurt Exchange. The Company currently has 43,343,767 common shares issued and outstanding after the closing of the First Tranche.
On behalf of the Board of Directors:
/s/ “Fiore Aliperti”
Chief Executive Officer, President and Director
For further information:
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
This Press Release may contain statements which constitute ‘forward-looking’ statements, including statements regarding the plans, intentions, beliefs and current expectations of the Company, its directors, or its officers with respect to the future business activities and operating performance of the Company. The words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” and similar expressions, as they relate to the Company, or its management, are intended to identify such forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future business activities or performance and involve risks and uncertainties, and that the Company’s future business activities may differ materially from those in the forward-looking statements as a result of various factors. Such risks, uncertainties and factors are described in the periodic filings with the Canadian securities’ regulatory authorities, including quarterly and annual Management’s Discussion and Analysis, which may be viewed on SEDAR at www.sedar.com. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated, or expected. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as intended, planned, anticipated, believed, estimated or expected. The Company does not intend, and does not assume any obligation, to update these forward-looking statements.
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