Trinity One Metals arranges $400,000 private placement

Executive Summary

• Trinity One Metals Ltd. is undertaking a non‑brokered private placement of up to 8 million units at C$0.05 per unit, targeting gross proceeds of up to US$400,000.
• Each unit consists of one common share and one warrant allowing purchase of an additional share at C$0.075 for 36 months after closing.
• Insiders will subscribe for 4 million units; the related‑party transaction is exempt from formal valuation and minority‑shareholder approval under MI 61‑101.

Key Details

• Units Offered: Up to 8,000,000 units at C$0.05 per unit.
• Gross Proceeds Target: Up to US$400,000 (approximately C$0.53 million).
• Unit Composition: 1 common share + 1 common share purchase warrant.
• Warrant Terms: Right to buy one additional common share at C$0.075 per share, exercisable any time up to 36 months after the closing date, subject to TSX‑V approval.
• Use of Proceeds: Assessment of new growth opportunities, maintenance of existing exploration portfolio, and general working capital.
• Eligibility: Units offered to qualified investors under prospectus and registration exemptions.
• Finder’s Fees: May be paid to eligible finders in compliance with securities laws and TSX‑V policies.
• Holding Period: All securities subject to a hold period of 4 months + 1 day from issuance.
• Regulatory Conditions: Completion contingent on receipt of all required regulatory approvals, including TSX‑V approval.
• Related Party Transaction: Insiders (officers and directors) intend to subscribe for 4,000,000 units (50% of the offering).
• Exemptions Relied Upon: MI 61‑101 exemption from formal valuation (no listed securities on major exchanges) and exemption from minority shareholder approval (insider participation ≤ 25% of market cap).
• Material Change Reporting: Company likely will not file a material change report 21 days before closing, citing desire for an expeditious close.

Notable Quotes

(No direct quotes were provided in the release.)