Press Release
July 29, 2019 – Brixton Metals Corp. (the “Company“) (TSXV: BBB) (OTCQB: BBBXF) is pleased to announce a fully subscribed, non-brokered private placement of a combination of units and flow-through shares of the Company for gross proceeds of C$6,000,000 (the “Offering“). Each unit (a “Unit”) is being offered at a price of C$0.18 and will be comprised of one common share of the Company and one half of one common share purchase warrant (each whole warrant a “Warrant“). Each flow-through share (a “FT Share”) is being offered at a price of C$0.22 and will be comprised of one common flow-through share of the Company. Each Warrant entitles the holder thereof to acquire one common share of the Company at a price of C$0.25 for a period of 24 months from the date of closing of the Offering.
The gross proceeds from the issuance of the FT Shares will be used for Canadian Exploration Expenses (“CEE”), and will qualify as “flow-through mining expenditures” (the “Qualifying Expenditures”), as defined in subsection 127(9) of the Income Tax Act (Canada), which will be renounced to the subscribers with an effective date no later than December 31, 2019 to the initial purchasers of the Offered Securities in an aggregate amount not less than the gross proceeds raised from the issue of the FT Shares, as applicable, and, if the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each FT Shares subscriber for any additional taxes payable by such subscriber as a result of the Company’s failure to renounce the Qualifying Expenditures as agreed.
The net proceeds from the private placement of Units and the gross proceeds from the private placement of FT Shares shall be primarily used for exploration activities and for general working capital purposes.
The closing of the Offering is expected to occur on or about August 9, 2019 and is subject to receipt of all necessary regulatory approvals including the TSX Venture Exchange (the “TSXV”). The Units and FT Shares, including all underlying securities thereof, and any finders warrants issued with respect to the Offering, will be subject to a hold period of four months and one day in accordance with applicable securities laws.
This news release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.
About Brixton Metals Corporation
Brixton is a Canadian exploration and development company focused on the advancement of its gold and silver projects toward feasibility. Brixton wholly owns four exploration projects, the Thorn copper-gold-silver and the Atlin Goldfields projects located in NWBC, the Langis-Hudson Bay silver-cobalt project in Ontario and the Hog Heaven silver-gold-copper project in NW Montana, USA. Brixton Metals Corporation shares trade on the TSX-V under the ticker symbol BBB. For more information about Brixton please visit our website at www.brixtonmetals.com.
On Behalf of the Board of Directors
Mr. Gary R. Thompson, Chairman and CEO
Tel: 604-630-9707 or email: info@brixtonmetals.com
For Investor Relations please contact Mitchell Smith
Tel: 604-630-9707 or email: mitchell.smith@brixtonmetals.com
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