Not for distribution to United States Newswire Services or for dissemination in the United States
North Vancouver, BC, December 6, 2019 – Lion One Metals Limited (TSX-V: LIO) (OTCQX: LOMLF) (ASX: LLO) (“Lion One” or the “Company”) is pleased to announce that it has closed its previously announced brokered private placement of units (the “Units”), including the exercise of the agents’ over-allotment option in full, for gross proceeds of C$11,500,000 (the “Private Placement”). The Private Placement was completed on a best-effort agency basis through Echelon Wealth Partners Inc. and Eight Capital as co-lead agents and joint bookrunners on behalf of a syndicate of agents including Scarsdale Equities LLC and Red Cloud Securities (collectively, the “Agents”).
Walter Berukoff, Lion One’s Chief Executive Officer, stated “The Company is very pleased with the outcome of the Private Placement, including the exercise in full of the Agents’ over-allotment option. The Company is now well capitalized to continue our exploration work on the Navilawa alkaline gold system to expand the Tuvatu project while simultaneously advancing development planning for the Tuvatu project. With drilling ongoing and strong support from the capital markets Lion One is positioned for further success in 2020.”
Pursuant to the Private Placement, the Company issued a total of 14,375,000 Units at a price of $0.80 per Unit (the “Issue Price”). Each Unit consists of one common share and one common share purchase warrant (the “Warrants”) in the Company. Each Warrant will entitle the holder to purchase one additional common share of the Company at a price of $1.20 at any time until June 6, 2021, subject to an accelerated expiry option whereby the Company can trigger an accelerated 30-day expiry of the Warrants if the closing price of the Company’s common shares listed on the TSX Venture Exchange (the “TSX-V”)remains equal to or higher than $1.65 for 20 consecutive trading days. On the 20th consecutive trading day above $1.65 (the “Acceleration Trigger Date”), the Warrant expiry date may be accelerated to 30 trading days after the Acceleration Trigger Date by the issuance of a news release announcing such acceleration, within two trading days of the Acceleration Trigger Date.
In consideration for their services, the Agents will receive a cash commission equal to 6.0% of the gross proceeds of the Private Placement (including the Agent’s Option) which shall be payable on the closing date of the Private Placement, and that number of broker warrants (“Broker Warrants”) equal to 6.0% of the number of Units sold pursuant to the Private Placement (including the Agent’s Option).
The net proceeds of the Private Placement will be used to fund the exploration and development of the Company’s 100% owned and fully permitted high grade Tuvatu Gold Project, and for working capital purposes. All securities issued under this financing are subject to a hold period expiring on April 7, 2020in accordance with applicable securities laws and policies of the TSX–V.
About Lion One Metals Limited
Lion One’s flagship asset is 100% owned, fully permitted high grade Tuvatu Alkaline Gold Project, located on the island of Viti Levu in Fiji. Lion One envisions a low-cost high-grade underground gold mining operation at Tuvatu coupled with exciting exploration upside inside its tenements covering the entire Navilawa Caldera, an underexplored yet highly prospective 7km diameter alkaline gold system. Lion One’s CEO Walter Berukoff leads an experienced team of explorers and mine builders and has owned or operated over 20 mines in 7 countries. As the founder and former CEO of Miramar Mines, Northern Orion, and La Mancha Resources, Walter is credited with building over $3 billion of value for shareholders.
Not for distribution to United States newswire services or for dissemination in the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. This news release shall not constitute an offer to sell or the solicitation of an offer to buy in the United States or to, or for the account or benefit of, persons in the United States or U.S. Persons nor shall there by any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
On behalf of the Board of Directors of Lion One Metals Limited
“Walter Berukoff”
Chairman and CEO
For further information, contact Investor Relations
Toll Free (North America) Tel: 1-855-805-1250
Email: info@liononemetals.com
Website: www.liononemetals.com
Neither the TSX Venture Exchange nor its Regulation Service Provider accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-Looking Statements
This press release may contain “forward-looking information” within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein are forward looking information. Generally, forward-looking information may be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “proposed”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases, or by the use of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. This forward-looking information reflects Lion One Metals Limited’s current beliefs and is based on information currently available to Lion One Metals Limited and on assumptions Lion One Metals Limited believes are reasonable. These assumptions include, but are not limited to, the actual results of exploration projects being equivalent to or better than estimated results in technical reports, assessment reports, and other geological reports or prior exploration results. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Lion One Metals Limited or its subsidiaries to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: the early stage development of Lion One Metals Limited, general business, economic, competitive, political and social uncertainties; the actual results of current research and development or operational activities; competition; uncertainty as to patent applications and intellectual property rights; product liability and lack of insurance; delay or failure to receive board or regulatory approvals; changes in legislation, including environmental legislation, affecting mining, timing and availability of external financing on acceptable terms; not realizing on the potential benefits of technology; conclusions of economic evaluations; and lack of qualified, skilled labour or loss of key individuals. Although Lion One Metals Limited has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information. Lion One Metals Limited does not undertake to update any forward-looking information, except in accordance with applicable securities laws.