Green Bridge Metals Corporation (CNSX: GRBM, OTCQB: GBMCF, FWB: J48, WKN: A3EW4S) ("Green Bridge" or the "Company") is pleased to announce that it will conduct a non-brokered private placement (the “Private Placement”) through the issuance of up to 30,769,231 units (the “Units”) at a price of $0.13 per Unit for gross proceeds of up to $4,000,000. Each Unit will consist of one (1) common share (each, a “Share”) and one-half-of-one (1/2) transferable Share purchase warrant (each whole warrant, a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one (1) additional Share of the Company for a period of five (5) years from issuance, at a price of $0.25 per Share.
The Company intends to utilize the proceeds of the Private Placement to support its existing operations and for general working capital purposes.
The Company will issue Shares up to 2.0% of the number of Units issued in the Private Placement (“Admin Fee Shares”) to Amalfi Corporate Services Ltd. (“Amalfi”) as an administrative fee for Amalfi’s assistance with the Private Placement. The Company does not anticipate paying any finder’s fees related to the Private Placement.
Amalfi is a private company controlled by Geoff Balderson, CFO of the Company, and an issuance of Admin Fee Shares to Amalfi is considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the issuance of the Admin Fee Shares issued to Amalfi will not exceed twenty-five percent (25%) of the market capitalization of the Company, as determined in accordance with MI 61-101.
Closing of the first tranche of the Private Placement is anticipated to occur on or about May 31, 2024. Pursuant to applicable securities laws, all securities issued under the Private Placement will be subject to a statutory hold period of four months and one day from issuance.
About Green Bridge Metals
Green Bridge Metals Corporation (formerly Mich Resources Ltd.) is a Canadian based exploration company focused on acquiring ‘battery metal’ rich mineral assets and the development of the South Contact Zone (the “Property”) along the basal contact of the Duluth Intrusion, north of Duluth, Minnesota. The South Contact Zone contains bulk-tonnage copper-nickel and titanium-vanadium in ilmenite hosted in ultramafic to oxide ultramafic intrusions. The Property has exploration targets for bulk-tonnage Ni mineralization, high grade Ni-Cu-PGE magmatic sulfide mineralization and titanium.
Forward Looking Information
Information set forth in this news release contains forward-looking statements or forward-looking information (collectively, “forward-looking statements”) under applicable securities laws. Forward-looking statements herein include, without limitation, statements about: the up to $4 million in private placement financing and future plans and strategies of the Company. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, risks that the Company may not be able to raise $4 million in private placement financing, or any funds at all; the Company may not receive approval for the $4 million financing; and the risks identified in the Company’s continuous disclosure record available at www.sedarplus.ca and other reports and filings with the applicable Canadian securities regulators. Forward-looking statements are made based on management's assumptions, beliefs, estimates and opinions on the date that statements are made, and the Company undertakes no obligation to update forward-looking statements if these assumptions, beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws.
The Company intends to utilize the proceeds of the Private Placement to support its existing operations and for general working capital purposes.
The Company will issue Shares up to 2.0% of the number of Units issued in the Private Placement (“Admin Fee Shares”) to Amalfi Corporate Services Ltd. (“Amalfi”) as an administrative fee for Amalfi’s assistance with the Private Placement. The Company does not anticipate paying any finder’s fees related to the Private Placement.
Amalfi is a private company controlled by Geoff Balderson, CFO of the Company, and an issuance of Admin Fee Shares to Amalfi is considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the issuance of the Admin Fee Shares issued to Amalfi will not exceed twenty-five percent (25%) of the market capitalization of the Company, as determined in accordance with MI 61-101.
Closing of the first tranche of the Private Placement is anticipated to occur on or about May 31, 2024. Pursuant to applicable securities laws, all securities issued under the Private Placement will be subject to a statutory hold period of four months and one day from issuance.
About Green Bridge Metals
Green Bridge Metals Corporation (formerly Mich Resources Ltd.) is a Canadian based exploration company focused on acquiring ‘battery metal’ rich mineral assets and the development of the South Contact Zone (the “Property”) along the basal contact of the Duluth Intrusion, north of Duluth, Minnesota. The South Contact Zone contains bulk-tonnage copper-nickel and titanium-vanadium in ilmenite hosted in ultramafic to oxide ultramafic intrusions. The Property has exploration targets for bulk-tonnage Ni mineralization, high grade Ni-Cu-PGE magmatic sulfide mineralization and titanium.
Forward Looking Information
Information set forth in this news release contains forward-looking statements or forward-looking information (collectively, “forward-looking statements”) under applicable securities laws. Forward-looking statements herein include, without limitation, statements about: the up to $4 million in private placement financing and future plans and strategies of the Company. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, risks that the Company may not be able to raise $4 million in private placement financing, or any funds at all; the Company may not receive approval for the $4 million financing; and the risks identified in the Company’s continuous disclosure record available at www.sedarplus.ca and other reports and filings with the applicable Canadian securities regulators. Forward-looking statements are made based on management's assumptions, beliefs, estimates and opinions on the date that statements are made, and the Company undertakes no obligation to update forward-looking statements if these assumptions, beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws.
