Prospector Metals Corp. (TSX-V:PPP, OTCQX:ETHOF) said it has increased the size of its previously announced non-brokered private placement of flow-through (FT) units to now raise aggregate gross proceeds of up to $1.145 million, up from an initial $1.00 million, as a result of demand.
The offering will still consist of Ontario charity flow-through (FT) units offered at a price of 28 cents per charity FT unit and Ontario flow-through (FT) units offered at a price of 21 cents per Ontario FT unit. Each charity FT unit and Ontario FT unit will be comprised of one flow-through common share and one-half of one non-flow-through common share purchase warrant. Each warrant will be exercisable at a price of $0.30 into one common share for a period of two years from the date of issuance.
Prospector intends to use the gross proceeds of the offering for a diamond drilling program at the company's Whitton Ni-Cu Project in Ontario, anticipated to begin at the beginning of April, and for advancing the company's portfolio of nickel and gold projects in Ontario.
READ: Prospector Metals arranges non-brokered private placement to raise gross proceeds of up to $1M
The offering is subject to certain closing conditions including, but not limited to, the receipt of all necessary approvals including the conditional listing approval of the TSX Venture Exchange.
The company said it may pay finders' fees under the offering in accordance with applicable securities laws and the policies of the TSX Venture Exchange. The securities issued under the offering will be subject to a hold period under applicable securities laws in Canada expiring four months and one day from the closing date of the offering.
The FT shares will qualify as "flow-through shares" within the meaning of subsection 66(15) of the Income Tax Act (Canada). An amount equal to the gross proceeds from the issuance of the FT shares will be used to incur eligible resource exploration expenses which will qualify as (i) "Canadian exploration expenses", and (ii) as "flow-through critical mineral mining expenditures".
Qualifying Expenditures in an aggregate amount not less than the gross proceeds raised from the issue of the FT shares will be incurred - or deemed to be incurred - by the company on or before December 31, 2024, and will be renounced by the company to the initial purchasers of the FT shares with an effective date no later than December 31, 2023.
Members of the company's management team may participate in the offering including subscriptions from related parties of the company as defined in Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (MI 61-101).
The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold within the United States or to US Persons unless registered under the US Securities Act and applicable state securities laws or an exemption from such registration is available.
Prospector Metals is a Discovery Group Company with a business model focussed on district scale, early-stage exploration of gold and base metal prospects and create shareholder value through new discoveries. The company's focus is to identify underexplored or overlooked mineral districts which display important structural and mineralogical similarities with well-endowed mining camps.
The majority of the projects acquired by Prospector occur in Ontario, Canada, which is a tier-1 mining jurisdiction with abundant overlooked geological regions with high mineral potential. Prospector engages proactively with local and Indigenous rightsholders and seeks to develop relationships and agreements that are mutually beneficial to all stakeholders.
Contact the author at jon.hopkins@proactiveinvestors.com