Giyani Metals Corp. (TSXV:EMM, GR:A2DUU8)
("
Giyani" or the "
Company")
announces that it is undertaking a non-brokered private placement
of units to raise up to $1.2 million in immediately available new
funding. In addition, certain of the shares for debt transactions
originally announced on May 6, 2020 have been approved by the
TSX Venture Exchange (the "
TSXV") and have now
closed.
Non-Brokered Private
Placement
The Company is announcing a non-brokered private
placement of units at $0.08 per unit to accredited investors and
other exempt purchasers, with each unit consisting of one (1)
common share of the Company (each, a "Common
Share") and one half (½) of one Common Share purchase
warrant. Each whole warrant will entitle the holder to purchase one
common share at an exercise price of $0.10 per share for a period
of three years from the closing of the private placement.
The Company has received subscription agreements
totaling $1.1 million. This includes a lead subscription on behalf
of RAB Capital Holdings Limited for 11 million units for a total
subscription of $880,000. The Company has also entered into a
conditional board representation agreement under which, following
closing, and provided this subscriber maintains at least a 10%
shareholding, it shall be entitled to have appointed or elected one
director to the board of the Company. The agreement also provides
that, following closing, Giyani will consult with and obtain the
consent of RAB Capital, which is not to be unreasonably withheld,
to certain equity security issuances in the following 13 months,
subject to customary carve-outs. Insider subscriptions total
approximately C$50,000.
Robin Birchall, CEO of the Company
commented:
"The completion of the recently announced shares
for debt program allows us to direct the cash proceeds from this
financing to meet our obligations associated with the completion of
the K.Hill Project feasibility study. We are delighted to have
already received subscription agreements for $1.1 million and we
thank RAB Capital, who will be taking their shareholding to over
10%, for their support.”
Completion of the private placement, including
the lead subscription order, remains subject to receiving the
approval of the TSXV, and subject to receiving that approval, the
closing on received subscriptions is expected on or about
May 22, 2020. Securities issued in the private placement will
be subject to a four-month-and-one-day hold period.
Shares for Debt Transaction
Completed
Further to its news release of May 6, 2020, the
Company has issued an aggregate of 1,829,023 Common Shares to
certain creditors of the Company (the "Creditors")
at a deemed price of $0.105 per Common Share in settlement of an
aggregate of $192,047.63 owing to such Creditors.
The Common Shares were issued to the Creditors
on the date hereof and are subject to a four-month-and-one-day hold
period, which expires on September 20, 2020.
The following insiders of the Company were among
the Creditors:
Creditor |
AmountOwing |
No. of SharesIssued |
|
|
|
Jonathan Henry |
$30,000 |
285,714 |
John Petersen |
$22,537 |
214,638 |
Eugene Lee |
$30,000 |
285,714 |
Buey Invest (Barbados) Inc.
(Robin Birchall) |
$30,000 |
285,714 |
Specus Management Consulting Inc.
(Wajd Boubou) |
$10,000 |
95,238 |
GMS Capital Limited (Thomas
Horton) |
$5,000 |
47,619 |
|
|
|
About Giyani
Giyani Metals Corp. is a Canadian explorer and
developer focused on the development of its K.Hill, Lobatse &
Otse manganese prospects in the Kanye Basin, Botswana, Africa. The
Company’s flagship K.Hill prospect is a near-surface manganese
oxide deposit currently going through a feasibility study to
produce high-purity electrolytic manganese metal (HPEMM), a key
product needed for batteries in the expanding electric vehicle (EV)
market. Additional information and corporate documents may be found
on www.sedar.com and on Giyani Metals Corp. Website:
https://giyanimetals.com/.
On behalf of the Board of Directors of Giyani
Metals Corp.
Robin Birchall, CEO
Contact:Giyani Metals CorporationRobin
BirchallCEO, Director+447711313019 rbirchall@giyanimetals.com
Neither the TSX Venture Exchange (the "TSXV")
nor its Regulation Services Provider (as that term is defined in
the policies of the TSXV) accepts responsibility for the adequacy
or accuracy of this news release.
The securities described herein have not been
registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or any state securities laws,
and accordingly, may not be offered or sold to, or for the account
or benefit of, persons in the United States or "U.S. persons," as
such term is defined in Regulation S promulgated under the U.S.
Securities Act ("U.S. Persons"), except in compliance with the
registration requirements of the U.S. Securities Act and applicable
state securities requirements or pursuant to exemptions therefrom.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any of the Company's securities to,
or for the account of benefit of, persons in the United States or
U.S. Persons.
Forward Looking Information
This press release contains "forward-looking
information" within the meaning of applicable Canadian securities
legislation. All statements in this news release, other than
statements of historical fact, that address events or developments
that Giyani expects to occur, are "forward-looking statements".
Forward-looking statements are statements that are not historical
facts and are generally, but not always, identified by the words
"expects", "does not expect", "plans", "anticipates", "does not
anticipate", "believes", "intends", "estimates", "projects",
"potential", "scheduled", "forecast", "budget" and similar
expressions, or that events or conditions "will", "would", "may",
"could", "should" or "might" occur. Specific forward-looking
statements and forward-looking information herein includes
completion of receipt of TSXV approval for the private placement
and completion of the private placement.
All such forward-looking statements are based on
the opinions and estimates of the relevant management as of the
date such statements are made and are subject to certain
assumptions, important risk factors and uncertainties, many of
which are beyond Giyani's ability to control or predict.
Forward-looking statements are necessarily based on estimates and
assumptions that are inherently subject to known and unknown risks,
uncertainties and other factors that may cause actual results,
level of activity, performance or achievements to be materially
different from those expressed or implied by such forward-looking
statements. In the case of Giyani, these facts include their
anticipated operations in future periods, planned exploration and
development of its properties, and plans related to its business
and other matters that may occur in the future. This information
relates to analyses and other information that is based on
expectations of future performance and planned work programs.
Forward-looking information is subject to a
variety of known and unknown risks, uncertainties and other factors
which could cause actual events or results to differ from those
expressed or implied by the forward-looking information, including,
without limitation: inherent exploration hazards and risks; risks
related to exploration and development of natural resource
properties; uncertainty in Giyani's ability to obtain funding;
commodity price fluctuations; recent market events and conditions;
risks related to the uncertainty of mineral resource calculations
and the inclusion of inferred mineral resources in economic
estimation; risks related to governmental regulations; risks
related to obtaining necessary licenses and permits; risks related
to their business being subject to environmental laws and
regulations; risks related to their mineral properties being
subject to prior unregistered agreements, transfers, or claims and
other defects in title; risks relating to competition from larger
companies with greater financial and technical resources; risks
relating to the inability to meet financial obligations under
agreements to which they are a party; ability to recruit and retain
qualified personnel; and risks related to their directors and
officers becoming associated with other natural resource companies
which may give rise to conflicts of interests. This list is not
exhaustive of the factors that may affect Giyani's forward-looking
information. Should one or more of these risks and uncertainties
materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those described in the
forward-looking information or statements.
Giyani's forward-looking information is based on
the reasonable beliefs, expectations and opinions of their
respective management on the date the statements are made, and
Giyani does not assume any obligation to update forward looking
information if circumstances or management's beliefs, expectations
or opinions change, except as required by law. For the reasons set
forth above, investors should not place undue reliance on
forward-looking information. For a complete discussion with respect
to Giyani and risks associated with forward-looking information and
forward-looking statements, please refer to Giyani's financial
statements and related MD&A, all of which are filed on SEDAR at
www.sedar.com.
GIYANI METALS CORP.1155
North Service Road West, Unit 11Oakville, Ontario
L6M 3E3T:
289-291-4032www.giyanimetals.com
TSX.V-EMM
Giyani Metals (TSXV:EMM)
Historical Stock Chart
From Jul 2024 to Aug 2024
Giyani Metals (TSXV:EMM)
Historical Stock Chart
From Aug 2023 to Aug 2024