(TheNewswire)
Toronto, Ontario , June 12, 2024 – TheNewswire – Tantalex Lithium Resources Corp. (CSE: TTX –FSE: DW8 – OTCQB: TTLXF) (“ Tantalex ” or the “ Corporation ”), ispleased to announce a third tranche closing of a non-brokered privateplacement for gross proceeds of $349,775 (the “ Private Placement ”).
The Corporation has issued 9,993,571 common shares (the“ Common Shares ”) at a price of $0.035 per Common Share of theCorporation. The Common Shares were issued based on an exchange rateof USD$1.00 = CDN$1.3767. The Corporation did not pay any finder’sfees on a portion of the Private Placement. A first tranche of thePrivate Placement closed on May 6, 2024 and a second tranche wasclosed on May 27, 2024.
Mr. Simon Collins, a director of the Corporation,acquired 9,833,571 Common Shares for totalconsideration of CDN$344,175. The participation of Mr. Collins, aninsider of the Corporation, constitutes a "related partytransaction" within the meaning of Multilateral Instrument 61-101– Protection of Minority Security Holders in Special Transactions(“ MI 61-101 ”). Notwithstanding the foregoing, the Corporation hasdetermined that Mr. Collins’ participation in the Private Placementis exempt from the formal valuation and minority shareholder approvalrequirements of MI 61-101 in reliance on the exemptions set forth insections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as neitherthe fair market value of the Common Shares purchased nor theconsideration paid by him exceeds 25% of the Corporation’s marketcapitalization. The Corporation did not file a material change reportmore than 21 days before the expected closing of the Private Placementas the participation by Mr. Collins was not settled until shortlyprior to closing and the Corporation wished to close on an expeditedbasis for sound business reasons. The Private Placement was previouslyapproved by the disinterested directors of the Corporation. No specialcommittee was established in connection with the transaction, and nomaterially contrary view was expressed or made by any director.
The proceeds of the Private Placement will be used forproject expenditures related to the optimization of the TiTan tin andtantalum plant and for general working capital. All securities issuedpursuant to the Private Placement will be subject to afour-month-and-one day statutory hold period in accordance withapplicable securities law.
The securities being referred to in this news releasehave not been, nor will they be, registered under the United States(U.S.) Securities Act of 1933, as amended, and may not be offered orsold in the U.S. or to, or for the account or benefit of, U.S. personsabsent registration or an applicable exemption from the registrationrequirements. This news release does not constitute an offer to sellor the solicitation of an offer to buy nor shall there be any sale ofthe securities in any jurisdiction in which such offer, solicitationor sale would be unlawful.
Early Warning Report
Prior to the third tranche closing, Simon Collins owned68,810,617 Common Shares and 1,200,000 restricted stock units, whichrepresent 8.84% of the issued and outstanding Common Shares on anon-diluted basis and 8.98% on a partially diluted basis. On closingof the Private Placement, he owns 78,644,188Common Shares, which represent 9.98% of the issued and outstandingCommon Shares on a non-diluted basis and 10.11% on a partially dilutedbasis.
This news release is being issued pursuant to NationalInstrument 62-103, persons who wish to obtain a copy of the earlywarning report to be filed by Simon Collins in connection with thistransaction herein may obtain a copy of such reports fromwww.sedarplus.ca or by contacting the person named below.
About Tantalex Lithium ResourcesCorporation
Tantalex Lithium is an exploration and developmentstage mining company engaged in the acquisition, exploration,development and distribution of lithium, tin, tantalum and otherhigh-tech mineral properties in Africa.
It is currently focused on developing its lithiumassets in the prolific Manono area in the Democratic Republic ofCongo; The Manono Lithium Tailings Project and the Pegmatite CorridorExploration Program.
Cautionary Note Regarding ForwardLooking Statements
This newsrelease includes certain statements that may be deemed forward lookingstatements. All statements in this document, other than statements ofhistorical facts, which address future production, reserve potential,exploration activities and events or developments that the Corporationexpects, are forward looking statements. Such forward-lookingstatements include, without limitation: (i) estimates of futurelithium, tin and tantalum prices, supply, demand and/or production;(ii) estimates of future cash costs and revenues; (iii) estimates offuture capital expenditures; (iv) estimates regarding timing of futuredevelopment, construction, production or closure activities; (v)statements regarding future exploration results; (vi) statementsregarding cost structure, project economics, or competitive position;(vii) statements comparing the Corporation’s properties to othermines, projects or metals; and (viii) further closings of the PrivatePlacement. Although the Corporation believes the expectationsexpressed in such forward-looking statements are based on reasonableassumptions, such statements are not guarantees of future performanceand actual results or developments may differ materially from those inthe forward-looking statements. Factors that could cause actualresults to differ materially from those in forward-looking statementsinclude market prices, exploitation and exploration successes,continued availability of capital and financing, and general economic,market or business conditions. Investors are cautioned that any suchstatements are not guarantees of future performance, that theCorporation expressly disclaims any responsibility for revising orexpanding the forward- looking statements to reflect actual results ordevelopments, and that actual results or developments may differmaterially from those projected, in the forward-looking statements,except as required by law.
For more information, please contact:
Eric Allard
President & CEO
Email: ea@tantalex.ca
Website: https://tantalexlithium.com/
Tel: 1-581-996-3007
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