Vancouver, Canada – November 3, 2023 – Arbor Metals Corp. (“Arbor” or the “Company”) (TSXV: ABR, FWB: 432) is pleased to announce that it has closed concurrent non-brokered private placements pursuant to which the Company closed a tranche of its unit offering issuing 806,000 units of the Company (each, a “Unit”) at a price of $1.25 per Unit for gross proceeds of $1,007,500 (the “$1.25 Unit Offering”), and issued 263,158 flow-through common shares (each, an “FT Share”) at a price of $1.90 per FT Share for gross proceeds of $500,000 (the “FT Offering”). Proceeds from the sale of FT Shares will be used to incur “Canadian exploration expenses” as defined in subsection 66.1(6) of the Income Tax Act which will qualify as “flow-through critical mineral mining expenditures” as defined in the Income Tax Act. Each Unit consists of one common share of the Company (a “Share”) and one-half of one Share purchase warrant (each, a “Warrant”). Each Warrant entitles the holder to purchase one Share at a price of $2.00 at any time on or before November 3, 2024.
The net proceeds raised from the $1.25 Unit Offering will be used to advance further exploration at the Jarnet lithium project, to retire existing payables, and for general working capital purposes. The gross proceeds from the FT Offering will be used to advance further exploration at the Jarnet lithium project.
The Units were issued pursuant to the Listed Issuer Financing Exemption (as defined below) under Part 5A of National Instrument 45-106 – Prospectus Exemptions (the “Listed Issuer Financing Exemption”) and are not subject to resale restrictions in Canada in accordance with applicable Canadian securities laws and the policies of the TSX Venture Exchange (the “Exchange”). The FT Shares issued pursuant to the FT Offering are subject to a four month and a day hold period expiring on March 4, 2024 in accordance with applicable Canadian securities laws.
In connection with closing of the $1.25 Unit Offering and FT Offering, the Company paid a finder’s fee to an arms-length brokerage firm of $82,500 and issued 57,789 non-transferable Share purchase warrants (each, a “Broker Warrant”). Each Broker Warrant entitles the holder to purchase one Share at a price of $2.00 at any time on or before November 3, 2024. The Broker Warrants, and any Shares issued on exercise, are subject to a four month and a day hold period expiring on March 4, 2024 in accordance with applicable Canadian securities laws.
$1.25 Unit Offering Upsize
The Company intends to issue up to a further 2,000,000 Units in connection with additional tranches of the $1.25 Unit Offering for total gross proceeds from the $1.25 Unit Offering of up to $2,500,000.
The Units will continue to be issued and sold pursuant to the Listed Issuer Financing Exemption. An amended and restated offering document under the Listed Issuer Financing Exemption dated November 3, 2023 (the “Offering Document”) will be available electronically on SEDAR+ (www.sedarplus.ca) under the Company’s issuer profile and the Company’s website at (www.arbormetalscorp.com). Prospective investors should read the Offering Document before making an investment decision.
The Company may pay finders’ fees to eligible parties who have assisted in introducing subscribers to the $1.25 Unit Offering. Completion of further tranches of the $1.25 Unit Offering remains subject to the approval of the Exchange.
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 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 State in which such offer, solicitation or sale would be unlawful.
About Arbor Metals Corp.
Arbor Metals Corp. is a mining exploration company focused on developing high-value, geographically significant mineral projects worldwide. Arbor is paving the way for advanced mineral exploration as it oversees world-class mining projects. The Company is confident that combining quality projects with proven strategies and a dedicated team will yield exceptional outcomes. Arbor currently oversees three outstanding mineral projects.
The Jarnet lithium project, located in the James Bay region of Quebec, comprises 47 map-designated claims, covering an area of approximately 3,759 hectares. The Jarnet project is contiguous to the Corvette-FCI property, where diamond drilling has confirmed significant lithium mineralization, representing one of the highest-profile lithium exploration projects in the sector.
For further information, contact Mark Ferguson, Chief Executive Officer, at info@arbormetalscorp.com, 1-888-204-5681, or visit the Company’s website at www.arbormetalscorp.com.
On behalf of the Board,
Mark Ferguson, Chief Executive Officer
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release may contain certain “Forward-Looking Statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When or if used in this news release, the words “anticipate,” “believe,” “estimate,” “expect,” “target, “plan,” “forecast,” “may,” “schedule,” and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to planned project development, exploration programs, closing of a further tranche of the Offering, the anticipated use of proceeds from the Offering and other factors or information. Such statements represent the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance, or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.