Westmount Minerals Announces Private Placement of Common Shares
February 07, 2025 4:42 PM EST | Source: Westmount Minerals Corp.
Vancouver, British Columbia--(Newsfile Corp. - February 7, 2025) - Westmount Minerals Corp. (CSE: WMC) ("Westmount" or the "Company") is pleased to announce a non-brokered private placement financing (the "Offering") of up to 25,000,000 common shares of the Company ("Common Shares") at a price of C$0.01 per Common Share for aggregate gross proceeds of up to C$250,000. The Common Shares sold pursuant to the Offering will be subject to a four month hold period pursuant to securities laws in Canada.
The Company intends to use the net proceeds of the Offering for general working capital and corporate expenses.
The closing of the Offering is subject to certain conditions including, but not limited to, the submission of all required forms to the Canadian Securities Exchange (the "Exchange").
Financial Hardship Exemption
As the offering price of the Common Shares is lower than market price less the maximum applicable discount permitted by the Exchange, Exchange policy requires shareholder approval of the Offering. However, the Exchange has indicated to the Company that it does not object to the Company relying on the "financial hardship" exemption to the shareholder approval requirement as further set forth in Exchange policy. As a result, the Company will not obtain shareholder approval of the Offering based on the following: (i) the Company is in serious financial difficulty; (ii) the Company has received interest from investors to complete the Offering; (iii) no "Related Person" of the Company will participate in the Offering; and (iv) the independent directors of the Company have voted and determined that the Offering is in the best interests of the Company, is reasonable in the circumstances and that, in the circumstances, it is not feasible to obtain shareholder approval or complete a rights offering on the same terms.
The securities of the Company have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referenced in this press release, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements:
This news release contains forward looking information or statements within the meaning of applicable securities laws, which may include, without limitation, statements relating to the terms and completion of the Offering, the use of proceeds of the Offering, the receipt of regulatory and stock exchange approval in respect of the Offering and other matters. Readers are cautioned not to place undue reliance on forward-looking statements. The Company undertakes no obligation to update any of the forward-looking statements in this news release except as otherwise required by law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/240099
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