Prismo Metals closes $1.74-million private placement

Executive Summary

• Prismo Metals Inc. has closed an upsized non-brokered private placement, increasing the issuance from 12.5 million to 17.45 million units due to strong investor demand.
• The company raised gross proceeds of $1,745,000 at an issue price of 10 cents per unit, with amended warrant terms providing one full warrant per unit (removing the previous acceleration clause).
• Net proceeds are primarily intended for drilling at the Silver King project and general corporate purposes, with additional subscriptions expected.

Key Details

• Transaction Structure: Non-brokered private placement of units.
• Upsizing Details: Increased from 12.5 million units to 17.45 million units.
• Issue Price: 10 cents per unit.
• Gross Proceeds: $1,745,000.
• Warrant Terms:
  • Each unit consists of one common share and one full common share purchase warrant (amended from one-half warrant).
  • Exercise Price: 17.5 cents per share.
  • Term: 36 months from issuance.
  • Acceleration Clause: Removed; warrants no longer subject to acceleration if shares close at or above 25 cents for 10 consecutive days.
• Use of Proceeds: Primarily for drilling at the Silver King project and general corporate purposes.
• Additional Subscriptions: Company expects to accept additional subscriptions for approximately $125,000 in the coming days.
• Finder Fees and Commissions:
  • Issued 919,960 finder warrants.
  • Paid $92,398 in finders' commissions to qualified finders.
  • Finder Warrant Terms: Exercisable for 24 months at an exercise price of 10 cents per share.
  • Paid a cash fee of $15,000 to a financial adviser.
• Hold Period: All securities are subject to a four-month hold period from the closing date under Canadian securities laws.
• Related Party Transactions:
  • Issued 303,275 units to related parties.
  • Exempt from formal valuation and minority shareholder approval requirements under Multilateral Instrument 61-101 (MI 61-101) as the fair market value does not exceed 25% of market capitalization.
  • No material change report filed 21 days prior to closing due to expedited business reasons.