/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
VANCOUVER, Nov. 4, 2015 /CNW/ - SilverCrest Metals Inc. ("SilverCrest" or the "Company") announces that it has arranged a non‑brokered private placement for up to Cdn$2.25 million comprised of up to 15 million units at a price of Cdn$0.15 per unit. Each unit will consist of one common share and one‑half of one common share purchase warrant of SilverCrest, with each whole warrant being exercisable for one common share of SilverCrest at a price of Cdn$0.20 per share for a term of 2 years. A finder's fee of 5% may be paid in cash on a portion of the placement.
Proceeds from the private placement will be used to augment the Company's current cash of Cdn$5.1 million and for general corporate purposes. The private placement is subject to regulatory approval and resale of the shares will be subject to a hold period of four months and one day following the closing date of the private placement.
It is anticipated that related parties of the Company will acquire shares and warrants under the private placement. Such participation would be considered to be "related party transactions" within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 ("MI 61-101"). The Company intends to rely on the exemptions from the formal valuation and minority approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1) (b) of MI 61-101 in respect of related party participation. The securities of the Company are solely listed on the TSX Venture Exchange and neither the aggregate fair market value of the shares and warrants to be distributed to nor the consideration paid by related parties will exceed Cdn$2.5 million.
NO U.S. REGISTRATION
The securities referred to in this news release have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any applicable securities laws of any state of the United States, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as such term is defined in Regulation S under the U.S. Securities Act) or persons in the United States unless registered under the U.S. Securities Act and any other applicable securities laws of the United States or an exemption from such registration requirements is available. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of these securities within any jurisdiction, including the United States.
ABOUT SILVERCREST METALS INC.
SilverCrest is a Canadian precious metals exploration company headquartered in Vancouver, BC, that is focused on new discoveries, value-added acquisitions and targeting production in Mexico's historic precious metal districts. The Company is led by an experienced and proven management team in all aspects of the precious metal mining sector. Management are pioneers in applying a responsible "phased approach" business model taking projects from discovery, finance, on time and on budget construction , and production with subsequent increased value to shareholders.
N. Eric Fier, CPG, P.Eng
President & CEO
SilverCrest Metals Inc.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release contains "forward-looking statements" within the meaning of Canadian securities legislation. Such forward‑looking statements concern the net proceeds from the private placement and the intended use of proceeds. Such forward‑looking statements or information are based on a number of assumptions, which may prove to be incorrect. Assumptions have been made regarding, among other things: conditions in general economic and financial markets; timing and amount of capital expenditures; and effects of regulation by governmental agencies. The actual results could differ materially from those anticipated in these forward‑looking statements as a result of the risk factors including: the availability of funds; the timing and content of work programs; results of exploration activities of mineral properties; the interpretation of drilling results and other geological data; and general market and industry conditions. Forward-looking statements are based on the expectations and opinions of the Company's management on the date the statements are made. The assumptions used in the preparation of such statements, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statements were made. The Company undertakes no obligation to update or revise any forward-looking statements included in this news release if these beliefs, estimates and opinions or other circumstances should change, except as otherwise required by applicable law.
SOURCE Silvercrest Metals Inc.
For further information: SilverCrest Metals Inc., Contact: Fred Cooper, Investor Relations, Telephone: +1 (604) 694-1730, Fax: +1 (604) 694-1761, Toll Free: 1-866-691-1730 (Canada & USA), Email: [email protected], Website: www.silvercrestmetals.com, 570 Granville Street, Suite 501, Vancouver, British Columbia V6C 3P1