10 April 2023
Vancouver, British Columbia – April 10, 2023 -- ValOre Metals Corp. (“ValOre”; TSX?V: VO; OTCQB: KVLQF; Frankfurt: KEQ0, the “Company”) today announced the closing of a first tranche, in the amount of $2.918 million for 14,590,000 Units, of the previously announced (See ValOre news on April 5, 2023) non-brokered private placement (the "Offering") of up to 17,500,000 (the "Units") at a price of CDN$0.20 per Unit for gross proceeds of up to CAD$3,500,000.
Each Unit consists of one common share in the capital of the Company (a “Share”) and one-half of one non-transferable common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each whole Warrant is exercisable to acquire one Share at an exercise price of CDN$0.30 per Share for a period of 24 months from the date of issuance.
With the Closing of this tranche of the Offering, ValOre’s Chairman & CEO, James Paterson has acquired 14,590,000 Units in the Offering and an aggregate shareholding of 31,296,333 (18.59%). Mr. Paterson shall not be entitled to exercise any Warrants of ValOre if this exercise would cause his aggregate shareholdings to exceed 20% of the Company’s outstanding voting securities following the exercise of such Warrants, unless the shareholders of the Company have approved of Mr. Paterson becoming a Control Person (as defined in the policies of the TSX Venture Exchange).
Participation of Mr. Paterson in the Offering would constitute a "related party transaction" as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). However, such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the Units subscribed for, nor the consideration paid for the Units, exceeds 25% of the Company's market capitalization.