Turmalina Metals Corp. (“
Turmalina”, or the
“
Company”; TBX-TSXV, TBXXF-OTCQX, 3RI-FSE) is
pleased to announce that it has closed its previously announced
non-brokered private placement offering (the
“
Offering”) for aggregate gross proceeds of
approximately $5,000,000, from the issuance of 11,111,111 units of
the Company (the “
Units”) at a price of $0.45 per
Unit. Each Unit is comprised of one common share of the Company (a
"
Common Share") and one-half of one Common Share
purchase warrant (each whole warrant, a
"
Warrant"). Each whole Warrant is exercisable to
acquire one Common Share at a price of $0.60 per Common Share for a
period of 24 months from the closing of the Offering.
CEO and Director, Mr. James Rogers, states,
“Closing this upsized financing shortly after launch is a testament
to the strength of the projects, team, and supportive investor base
that make up Turmalina Metals. We look forward to updating
investors as we advance exploration at both San Francisco in San
Juan, Argentina and at Chanape in Peru.”
The net proceeds of the Offering will be used
for further exploration work on the Company's projects and for
general working capital purposes, as is more fully described in the
Company's amended and restated offering document dated February 13,
2023 and filed on SEDAR as well as the Company’s website.
The issuance of 11,111,111 Units in this
Offering were offered pursuant to the listed issuer financing
exemption under Part 5A of National Instrument 45-106 Prospectus
Exemptions and therefore the securities issued in the Offering will
not be subject to a hold period in accordance with applicable
Canadian securities laws.
The Company engaged Haywood Securities Inc.,
Canaccord Genuity Corp., Eventus Capital Corp., PI Financial Corp.,
Red Cloud Securities Inc., Leede Jones Gable Inc. and Research
Capital Corporation as finders (each, a “Finder”)
in connection with the Offering. The Company paid each Finder a
commission equal to 7% of gross proceeds of the Offering raised
from sales to subscribers identified by such Finder for an
aggregate cash commission of approximately $254,124. In addition,
the Company issued to each Finder a number of Common Share purchase
warrants equal to 7% of the Units sold pursuant to the Offering to
subscribers identified by such Finder (the
“Compensation Warrants”) for an
aggregate of 564,719 Compensation Warrants. Each Compensation
Warrant entitles the holder to acquire one Common Share at an
exercise price of $0.45 per Common Share for a period of 24 months
following the closing of the Offering. The Compensation Warrants,
and the Common Shares underlying the Compensation Warrants, are
subject to a statutory hold period of four months and one day from
the date of issuance.
The securities to be issued pursuant to the
Offering have not, nor will they be registered under the United
States Securities Act of 1933, as amended, and may not be offered
or sold within the United States or to, or for the account or
benefit of, U.S. persons in the absence of U.S. registration or an
applicable exemption from the U.S. 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 the United States or in any other jurisdiction in
which such offer, solicitation or sale would be unlawful.
On Behalf of the Company,
James Rogers, Chief Executive Officer and Director.
Website: turmalinametals.comAddress: #488 - 1090 West Georgia
St, Vancouver, BC V6E 3V7.
For Investor Relations enquiries, please contact +1 833 923 3334
(toll free) or via info@turmalinametals.com.
Statements
About Turmalina Metals:
Turmalina Metals is a TSXV-listed exploration company focused on
developing our portfolio of high-grade gold-copper-silver projects
in South America. Our focus is on tourmaline breccias, a deposit
style overlooked by many explorers. Turmalina Metals is led by a
team responsible for multiple gold-copper-silver discoveries who
are highly experienced in this deposit style. Our projects are
characterised by open high-grade mineralization on established
mining licenses that present compelling drill targets. The flagship
project held by Turmalina is the San Francisco project in San Juan,
Argentina. For further information on the San Francisco Project,
refer to the technical report entitled “NI43-101 Technical Report
San Francisco Copper Gold Project, San Juan Province, Argentina”
dated November 17, 2019 under the Corporation’s profile at
www.sedar.com.
Forward Looking Statement: This
news release includes certain statements that may be deemed
“forward-looking statements”. All statements in this news release,
other than statements of historical facts, that address events or
developments that the Company expects to occur, are forward-looking
statements. Forward-looking statements are statements that are not
historical facts and are generally, but not always, identified by
the words “expects”, “plans”, “anticipates”, “believes”, “intends”,
“estimates”, “projects”, “potential” and similar expressions, or
that events or conditions “will”, “would”, “may”, “could” or
“should” occur. Although the Company believes the expectations
expressed in such forward-looking statements are based on
reasonable assumptions, such statements are not guarantees of
future performance and actual results may differ materially from
those in the forward-looking statements. Forward looking statements
in this news release include the anticipated use of proceeds of the
Offering, and future shareholder updates with respect to the
Company’s mineral exploration properties, namely the San Francisco
project and the Chanape project. Factors that could cause the
actual results to differ materially from those in forward-looking
statements include market prices, continued availability of capital
and financing, and general economic, market or business conditions,
as well as legal, social, and economic conditions in Argentina and
Peru, where the Company’s mineral exploration properties are
located. Investors are cautioned that any such statements are not
guarantees of future performance and actual results or developments
may differ materially from those projected in the forward-looking
statements. Forward-looking statements are based on the beliefs,
estimates and opinions of the Company’s management on the date the
statements are made. Except as required by applicable securities
laws, the Company undertakes no obligation to update these
forward-looking statements in the event that management's beliefs,
estimates or opinions, or other factors, should change.
Neither the 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 or has in any way approved
or disapproved of the contents of this press release.
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