Callinex Mines Closes Oversubscribed $2.1 million Private Placement Financing

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VANCOUVER, BC, July 24, 2024 /PRNewswire/ - Callinex Mines Inc. (the "Company" or "Callinex") (TSXV: CNX) (OTCQX: CLLXF) is pleased to announce the closing of its previously announced non-brokered private placement of $2,094,409 (the "Financing"), which represents an oversubscription of $594,409 of the originally announced financing (see news release dated July 10, 2024).

Callinex Mines Inc. logo (CNW Group/Callinex Mines Inc.)
Callinex Mines Inc. logo (CNW Group/Callinex Mines Inc.)

The Financing consists of (i) 753,412 hard dollar units (the "HD Units") at a price of C$1.25 per HD Unit (the "HD Offering Price") for gross proceeds of up to C$941,765; and (ii) 543,700 Manitoba flow-through units (the "FT Units") at a price of C$2.12 per FT Unit (the "MB FT Offering Price") for gross proceeds of up to $1,152,644.

Each HD Unit consists of one common share and one-half of one transferable common share purchase warrant (each whole such common share purchase warrant, a "Warrant"). Each FT Unit consists of one flow-through common share and one-half of one transferrable Warrant to be issued on a non-flow-through basis. Each Warrant is exercisable into one additional common share (a "Warrant Share") for two (2) years from closing at an exercise price of C$2.00 per Warrant Share.

The securities issued will be subject to restrictions on resale for a period of four months and day from the date of issue.  In connection with the Financing, the Company paid a finders' fee of $3,750 to a registered finder.

Michael Louie, an insider of the Company, has subscribed for 20,000 HD Units for gross proceeds of $25,000. The issuance of the HD Units to the insider is considered a related party transaction subject to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61-101 on the basis that the participation by the insider will not exceed 25% of the fair market value of the Company's market capitalization.

The gross proceeds from the sale of FT Units will be used by the Company to incur eligible "Canadian exploration expenses" that will qualify as "flow-through mining expenditures" as such terms are defined in the Income Tax Act (Canada) (the "Qualifying Expenditures") related to the Pine Bay Project, Manitoba. All Qualifying Expenditures will be renounced in favour of the subscribers of the Flow-Through Shares effective December 31, 2024. The net proceeds from the sale of the HD Units will be used by the Company for working capital and general corporate purposes.