Metalite Announces Non-Brokered Private Placement of Units and Concurrent Debt Settlement

Executive Summary

• Metalite Resources Inc. announced a non‑brokered private placement of up to 3,100,000 units at $0.15 per unit, targeting gross proceeds of up to $465,000 with optional upsizing subject to CSE approval.
• The company also entered into debt settlement agreements to extinguish $352,842 of outstanding indebtedness by issuing 2,352,277 common shares at a deemed price of $0.15 per share.
• Proceeds from the private placement will be used to fund exploration on the Arthurs Seat project in New South Wales, Australia, and for general corporate purposes.

Key Details

• Units Structure: Each unit = 1 common share + ½ warrant (full warrant allows purchase of one additional common share at $0.25 for two years; acceleration possible if share price ≥ $0.50 for ten consecutive trading days).
• Pricing & Size: Up to 3,100,000 units @ $0.15/unit → maximum gross proceeds $465,000. Upsizing permitted at Company’s discretion, subject to CSE approval.
• Hold Period: All securities issued in the private placement are subject to a four‑month hold period under applicable securities laws.
• Finder & Broker Fees: Up to 7% cash commission on proceeds for eligible finders; broker units may be issued allowing purchase of one unit at $0.15 for 24 months, with up to 7% of units allocated as broker compensation.
• Debt Settlement: Outstanding indebtedness of $352,842 will be settled by issuing 2,352,277 common shares at a deemed price of $0.15 per share to creditors (both arm’s‑length and non‑arm’s‑length). Shares also subject to a four‑month hold period.
• Use of Proceeds: Funding for exploration work on the Arthurs Seat project (NSW, Australia) and general corporate/working capital needs.
• Related Party Participation: Insiders expected to participate in both the private placement and debt settlement; Company will rely on MI 61‑101 exemptions as participation is deemed ≤25% of market cap.
• Regulatory & Shareholder Approvals: Transactions require customary closing conditions, CSE approval, and shareholder consent (written consent from holders of ≥50% of outstanding common shares) because the combined issuances exceed 100% of current issued/common shares.

Notable Quotes

“The Private Placement and Debt Settlement will provide essential capital to advance our flagship Arthurs Seat project while preserving cash for working capital,” – Chris Hazelton, CEO.