Lux Metals arranges $2.5-million private placement

Executive Summary

• Lux Metals Corp. announced a private placement of 12.5 million units at $0.20 per unit, generating $2.5 million in gross proceeds for exploration and working capital.
• The company agreed to settle $107,000 in debt to non-arm's-length parties by issuing 535,000 shares at a deemed price of $0.20 per share.
• Lux Metals retained Venture Liquidity Providers Inc. to initiate market-making services for a fee of $5,000 per month for three months.

Key Details

• Private Placement Structure:

  • Units Offered: 12,500,000 units.
  • Price: $0.20 per unit.
  • Gross Proceeds: $2,500,000.
  • Composition: Each unit consists of one common share and one transferable share purchase warrant.
  • Warrant Terms: Each warrant is exercisable into one additional share at an exercise price of $0.40 per share.
  • Warrant Expiry: Standard expiry is two years from the date of issue.
  • Acceleration Clause: Warrants may expire early if the shares trade on the TSX Venture Exchange at $0.60 or more for 10 consecutive trading days; expiry occurs on the earlier of the standard expiry date or 30 calendar days after notice of the acceleration event.
  • Use of Proceeds: Exploration costs and general working capital.
  • Regulatory Holds: All securities issued are subject to a hold period of four months and one day from the date of issue.
  • Finders' Fees: The company may pay cash and/or non-transferable warrants to finders in compliance with TSX-V policies.
  • Closing: Anticipated as soon as practicable, subject to TSX-V and other regulatory approvals.

• Debt Settlement:

  • Debt Amount: $107,000.
  • Counterparties: Non-arm's-length parties.
  • Consideration: Issuance of 535,000 shares.
  • Deemed Price: $0.20 per share.
  • Regulatory Holds: Shares issued are subject to a hold period of four months and one day from the date of issue.

• Market Maker Agreement:

  • Service Provider: Venture Liquidity Providers Inc. (VLP).
  • Executing Broker: W.D. Latimer Co. Ltd. (registered broker).
  • Fee Structure: $5,000 per month for a period of three months.
  • Terms: Agreement may be terminated at any time by either party. VLP and the company act at arm's length; VLP has no direct or indirect interest in the company or its securities. Finances and shares for the service are provided by W.D. Latimer.