Vancouver, B.C. – October 23, 2023, Clarity Metals Corp. (“Clarity” or the “Company”) (CSE: CMET, OTC: CLGCF, FSE: 27G0) is pleased to announce a non-brokered private placement for aggregate gross proceeds of up to $1,725,000 from the sale of the following (together, the “Offering”):
- up to 5,000,000 non-flow through units in the capital of the Company (each, a “Unit”) at a price of $0.075 per Unit for gross proceeds of up to $375,000 from the sale of the Units; and
- up to 15,000,000 flow through units in the capital of the Company (each, a “FT Unit”, and collectively with the Units, the “Offered Securities”) at a price of $0.09 per FT Unit for gross proceeds of up to $1,350,000 from the sale of the FT Units.
Each Unit will consist of one common share (each, a “Share”) of the Company and one-half of one transferable share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to purchase an additional Share (each, a “Warrant Share”) of the Company at an exercise price of $0.12 per Warrant Share for a period of three years from the date of closing of the Offering.
Each FT Unit will consist of one critical flow-through common share (each, a “FT Share”) of the Company and one-half of one Warrant. Each Warrant entitles the holder to purchase an additional Warrant Share at an exercise price of $0.12 per Warrant Share for a period of three years from the date of closing of the Offering.
The Company intends to use the proceeds of the Offering for the exploration of the Company’s Fecteau Gold Project, located in the Province of Quebec, for marketing and for general working capital purposes. Insiders may participate in the Offering.
The gross proceeds from the issuance of the FT Units will be used to incur resource exploration expenses which will constitute “Canadian exploration expenses” as defined in subsection 66.1(6) of the Tax Act and “flow through critical mineral mining expenditures” as defined in subsection 127(9) of the Tax Act, which will be renounced with an effective date no later than December 31, 2023 to the purchasers of the FT Units in an aggregate amount not less than the gross proceeds raised from the issue of the FT Units.
The closing of the Offering is subject to receipt of all necessary regulatory approvals including including the Canadian Securities Exchange (the “CSE”).
Finder’s fees will be payable in accordance with applicable securities laws and the policies of the CSE.
All securities issued in connection with the Offering will be subject to a statutory hold period expiring four months and one day after closing of the Offering. Any participation by insiders in the Offering will constitute a related party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) but is expected to be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.
None of the securities sold in connection with the Offering will be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news 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 jurisdiction in which such offer, solicitation or sale would be unlawful.
About Clarity
Clarity Metals Corp. is a Canadian mineral exploration project generator company focused on the acquisition, exploration and development of precious and base metals projects. Clarity’s exploration mandate is global and focused on countries with established legal and regulatory systems supporting mining investment. The Company is based in Vancouver, British Columbia, and is listed on the CSE under the symbol “CMET”.
To learn more about Clarity Metals Corp. and its projects please visit www.claritymetals.com.
ON BEHALF OF THE BOARD
“James Rogers”
Chief Executive Officer Tel: 1 (833) 387-7436 Email: info@claritymetals.com Website: www.claritymetals.com
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “believes” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding discussions of future plans, estimates and forecasts and statements as to management’s expectations and intentions with respect to, among other things: the closing of the Offering, the issuance of the Offered Securities, the payment of finder’s fees, the anticipated closing date of the Offering, and the intended use of proceeds of the Offering. Although management of the Company has attempted to identify important factors that could cause actual
results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws.
The Canadian Securities Exchange (operated by CNSX Markets Inc.) has neither approved nor disapproved of the contents of this press release.