Halcones Precious Metals Corp. (TSX-V: HPM) (the “Company” or “Halcones”) announces that it has closed the second and final tranche of its previously-announced private placement of units (the “Offering”) of the Company (the “Units”) pursuant to which the Company issued 7,707,200 Units at a price of $0.07 per Unit for aggregate gross proceeds of $539,504 (the “Final Tranche”). Each Unit is comprised of one common share in the capital of the Company (“Common Share”) and one-half of one Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to purchase one Common Share at an exercise price of $0.10 per Common Share for a period of 36 months following the date of issuance. Together with the first tranche of the Offering, the Company has issued an aggregate of 31,152,200 Units for gross proceeds of $2,180,654.
The Offering was led by Clarus Securities Inc. and iA Private Wealth Inc., as co-lead agents, on behalf of a syndicate of agents (collectively, the “Agents”) that included Red Cloud Securities Inc. and Haywood Securities Inc.
The Company plans to use the net proceeds of the Final Tranche to continue the exploration work on its Polaris Project as well as for general corporate working capital purposes.
In connection with the Final Tranche, the Agents received an aggregate cash fee equal to $37,765.28. In addition, the Company issued to the Agents, 539,504 non-transferable compensation warrants (the “Compensation Warrants”). Each Compensation Warrant will entitle the holder thereof to purchase one Common Share at an exercise price equal to $0.07 for a period of 36 months from the date hereof.
The Common Shares and Warrants issued pursuant to the Final Tranche are not subject to a statutory hold period pursuant to applicable Canadian securities laws as the Final Tranche was completed pursuant to the listed issuer financing exemption under Part 5A of NI 45-106. The Final Tranche remains subject to final approval of the TSX Venture Exchange.
Non-Brokered Offering
Further to the closing of the Offering, Halcones announces a non-brokered private placement financing of up to 7,150,000 units (the “NB Units”) to be priced at $0.07 per NB Unit for gross proceeds of up to $500,500 (the “NB Offering”).
Each NB Unit will be comprised of one Common Share and one-half of one Common Share purchase warrant (each whole warrant, a “NB Warrant”). Each NB Warrant will entitle the holder to purchase one Common Share at an exercise price of $0.10 per Common Share for a period of 36 months following the completion of the NB Offering. Securities issued under the NB Offering are expected to carry a hold period of 4 months and one day from the date of issue as may be required under applicable securities laws.
The Company plans to use the aggregate net proceeds of the NB Offering to continue the exploration work on its Polaris project as well as general corporate working capital purposes.
The NB Offering is scheduled to close on or about April 22, 2025 and is subject to approval of the TSX Venture Exchange.
Certain insiders of the Company may acquire NB Units in the NB Offering. Any participation by insiders in the NB Offering would constitute a ‘related party transaction’ as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). However, the Company expects such participation would be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value subscribed for by the insiders under the NB Offering, nor the consideration for the NB Units paid by such insiders, will exceed 25% of the Company’s market capitalization.
A material change report including details with respect to the related party transaction is not expected to be able to be filed less than 21 days prior to the closing of the NB Offering as the Company has not received confirmation of the participation of insiders in the NB Offering and the Company deems it reasonable in the circumstances so as to be able to avail itself of potential financing opportunities and complete the NB Offering in an expeditious manner.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Halcones Precious Metals Corp.
Halcones is focused on exploring for and developing gold-silver projects in Chile. The Company has a team with a strong background of exploration success in the region.
For further information, please contact:
Vincent Chen, CPA
Investor Relations
+1 (778) 990-9433
vincent.chen@halconespm.com
www.halconespreciousmetals.com
Cautionary Note Regarding Forward-looking Information
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, regarding the Offering, NB Offering, the Company’s intended use of proceeds from the Offering and NB Offering, the approval of the Offering and NB Offering by the TSXV, the Company’s ability to explore and develop its Polaris project and the Company’s future plans. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward- looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Halcones, as the case may be, to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, geopolitical and social uncertainties; the actual results of current exploration activities; risks associated with operation in foreign jurisdictions; ability to successfully integrate the purchased properties; foreign operations risks; and other risks inherent in the mining industry. Although Halcones has attempted to identify important factors that could cause actual results to differ materially from those contained in 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 information 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 information. Halcones does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
NEITHER 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.
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