Arizona Metals Corp. Completes Oversubscribed Non-Brokered Private Placement
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TORONTO, Feb. 12, 2020 (GLOBE NEWSWIRE) -- Arizona Metals Corp. (TSXV: AMC) (the “Company” or “AMC”), is pleased to announce that, further to its press releases dated January 16, 2020 and January 20, 2020, it has a closed an oversubscribed non-brokered private placement offering (the “Offering”) of 4,741,000 common shares of the Company (“Common Shares”) at a purchase price of $0.50 per Common Share, for aggregate gross proceeds of $2,370,500 (the “Closing”). Net proceeds of the Offering will be used for general corporate and working capital purposes. The Offering is subject to TSX Venture Exchange (“TSXV”) acceptance of regulatory filings.
Colin Sutherland and Rick Vernon, directors of AMC, each purchased an aggregate of 100,000 Common Shares under the Offering. Kevin Reid, an insider of the Company, beneficially purchased an aggregate of 500,000 Common Shares under the Offering. The purchase of Common Shares pursuant to the Offering by Colin Sutherland, Rick Vernon and Kevin Reid (collectively, the “Related Parties”) constituted a “related party transaction” as such term is defined by Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company was exempt from the MI 61-101 valuation and minority approval requirements for related party transactions in connection with the Offering because the Company was not listed on a stock exchange specified in section 5.5(b) of MI 61-101, and neither the fair market value of the Common Shares purchased by the Related Parties, nor the proceeds to be received by the Company in respect of the Related Parties’ participation in the Offering, exceeded $2,500,000. The material change report is being filed less than 21 days before the closing of the Offering as the extent of related party participation remained unknown until the date of the Closing.
The Offering was considered and approved by the board of directors of the Company. Colin Sutherland and Rick Vernon, each a director of AMC, declared a conflict and abstained from voting on such resolutions to the extent of their interest in the Offering. The remaining directors voted unanimously to approve the Offering.
In connection with the Closing, the Company paid cash finder’s fees to eligible finders of an aggregate of $93,900. All securities issued pursuant to the Offering are subject to a statutory hold period ending June 13, 2020. The Offering is subject to TSXV acceptance of regulatory filings.