Neotech Metals Announces Close of Private Placement and Announces Marketing Contract
Vancouver, British Columbia--(Newsfile Corp. - June 18, 2025) - Neotech Metals Corp. (CSE: NTMC) (OTCQB: NTMFF) (FSE: V690) ("Neotech" or "the Company") is pleased to announce that it has closed its financing previously announced on May 12, 2025 (the "Financing"), through the issuance of 5,528,194 units (the "Units") of the Company at a price of $0.15 per Unit, for gross proceeds of $829,229.
Each Unit is comprised of one common share of the Company (each, a "Share") and one common share purchase warrant of the Company (each, a "Warrant", and together with the Shares, the "Offered Securities"). Each Warrant is transferable and entitles the holder thereof to acquire one (1) Share at any time for a period of two (2) years from the date of issuance at a price of $0.25 per Share. If during the period beginning four months and one day after the Closing Date, the Company's shares trade on the CSE at or above a daily volume weighted average trading price of $0.40 per Common Share for ten (10) consecutive trading days, the Company will be entitled to give notice that the Warrants will expire thirty (30) days from the date of providing such notice. The Offered Securities are subject to a four month and one day hold period expiring on October 19, 2025.
In connection with the Financing, the Company issued 1,650 non-transferable finder's warrants (the "Finder's Warrants") to certain eligible finders. Each Finder's Warrant entitles the holder thereof to acquire one (1) Share at any time for a period of two (2) years from the date of issuance at a price of $0.25 per Share. No cash finder's fees were paid.
In connection with the Financing, an insider of the Company subscribed for 100,000 Units at the Issue Price for aggregate gross proceeds of $15,000.
Each subscription under the Financing by an insider is considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The Company did not file a material change report more than 21 days before the expected closing date of the Financing as the details of the Financing and the
participation therein by the insiders were not settled until shortly prior to the closing of the Offering, and the Company wished to close the Financing on an expedited basis for sound business
reasons. The Company relied on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation
requirement in section 5.4 of MI 61-101 in reliance on section 5.5(b) of MI 61-101 as the Company is not listed or quoted on a "specified market" (as defined in MI 61-101). Additionally, the
Company is exempt from the minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) of MI 61-101 as the fair market value of the transaction, insofar
as it involves the insiders, was not more than, and from the minority shareholder approval requirements of MI 61-101 by virtue of section 5.7(a) of MI 61-101, given the fair market value of the
Insider Subscription did not exceed 25% of the Company’s market capitalization.