Fireweed Metals Increases Private Placement to C$41.7M Million

Fireweed Metals Corp.
Fireweed Metals Corp.
Fireweed Metals Corp.
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NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, British Columbia, June 07, 2024 (GLOBE NEWSWIRE) -- FIREWEED METALS CORP. (“Fireweed” or the “Company”) (TSXV: FWZ; OTCQX: FWEDF), is pleased to announce that, due to strong demand, it has elected to increase the previously announced non-brokered private placement.

The increased offering consists of two parts for gross proceeds of approximately CAD$41,740,000 as follows:

  • 12,727,273 common shares (“Shares”) of the Company at a price of CAD$1.10 per share.

  • 16,128,243 flow-through common shares of the Company issued through a charitable donation arrangement (“Premium Flow-Through Shares”)

The proceeds from the Offering will be used for exploration and development of the Company’s projects in northern Canada, and for general working capital purposes. The gross proceeds from the issuance of Premium Flow-Through Shares will be used on the Company’s projects to incur Canadian Exploration Expenses (“CEE”), with the largest portion qualifying as “flow-through critical mineral mining expenditures” under the Income Tax Act (Canada). These expenses will be renounced by the Company to the purchasers of Premium Flow-Through Shares with an effective date no later than December 31, 2024 in an aggregate amount no less than the proceeds raised from the issue of Premium Flow-Through Shares. The issuance of any Common Shares to insiders will constitute a “related party transaction”, as defined under Multilateral Instrument 61-101 (“MI 61-101“). Such participation will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities acquired by the insiders, nor the consideration for the securities paid by such insiders, will exceed 25% of the Company’s market capitalization.

Closing of the Offering is subject to certain customary conditions, including, but not limited to, the receipt of all necessary regulatory approvals and acceptance of the TSX Venture Exchange. All securities issued under the Offering will be subject to a statutory hold period of four months plus a day following the date of closing.

The Company anticipate closing of the Private Placement as soon as practicable subject to the receipt of all necessary regulatory approvals. The Lundin Family Trusts will acquire Common Shares under the Private Placement. Any such participation would be considered to be a “related party transaction”, as defined under Multilateral Instrument 61-101 (“MI 61-101”). The transactions will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any Common Shares issued to, nor the consideration paid, by such persons would exceed 25% of the Company’s market capitalization. This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the U.S., or in any jurisdiction in which such an offer or sale would be unlawful. The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold in the U.S. or to the account or benefit of a U.S. person or a person in the U.S. absent registration or an applicable exemption from the registration requirements.

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