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Fireweed Zinc LTD. (" Fireweed " or the " Company ") (TSXV: FWZ; OTCQB: FWEDF; FSE: 20F) is pleased to announce closing of the non-brokered private placement (the " Offering ") first announced November 24, 2021 for total gross proceeds of CAD$5,178,400. The Offering consisted of 6,473,000 flow-through common shares of the Company at a price of CAD$0.80 per share (" Flow-Through Shares ").
Highlights
- $5.18 million Offering, substantially over-subscribed over initial $3.6M opening
- Financing will allow Fireweed to secure service contractors including drillers early for the 2022 Macmillan Pass Project (Yukon) work program
Fireweed CEO Brandon Macdonald stated, "Thanks to strong investor demand we are able to close this financing on proceeds 45% higher than what we opened on despite challenging market conditions. We felt it was important to raise money early for next season because it is expected that there will again be a shortage of drillers and other service contractors. Having money in the bank now allows us first choice of the best contractors for next year and will allow our highly skilled technical team ample time to plan an effective 2022 exploration program."
The proceeds from the Offering will be used for exploration of the Company's Macmillan Pass Project in Yukon, Canada; and specifically will be used to incur Canadian Exploration Expenses (" CEE ") that qualify as "flow-through mining expenditures" under the Income Tax Act (Canada), all of which will be renounced to investors. The Company will pay finders fees in compliance with the policies of the TSX Venture Exchange and applicable securities legislation, to arm's length finders in connection with subscriptions from subscribers introduced by them, totaling $103,704 and 129,630 warrants exercisable for 12 months from the date of issuance to acquire common shares of the Company at an exercise price of $0.70 per share.
Insiders of the Company acquired an aggregate of 22,500 Flow Through Shares in the Offering, which participation constituted a "related party transaction" as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities acquired by the insiders, nor the consideration for the securities paid by such insiders, exceed 25% of the Company's market capitalization. As required by MI 61-101, the Company advises that it expects to file a material change report relating to the Offering less than 21 days from completion of the Offering, as the nature of the related party transaction is relatively immaterial, and was not necessary to complete the Offering, and can generally be considered reasonable in the circumstances.
This Offering remains subject to final approval of the TSX Venture Exchange. All securities issued under the Offering will be subject to a statutory hold period of four months plus a day following the date of closing.
About Fireweed Zinc Ltd. (TSXV: FWZ): Fireweed Zinc is a public mineral exploration company focused on zinc-lead-silver and managed by a veteran team of mining industry professionals. The Company is advancing its district-scale 940 km 2 Macmillan Pass Project in Yukon, Canada, which is host to the 100% owned Tom and Jason zinc-lead-silver deposits with current Mineral Resources and a PEA economic study (see Fireweed news releases dated January 10, 2018, and May 23, 2018, respectively, and reports filed on www.sedar.com for details) as well as the Boundary Zone, Tom North Zone and End Zone which have significant zinc-lead-silver mineralization drilled but not yet classified as mineral resources. The project also includes large blocks of adjacent claims (MAC, MC, MP, Jerry, BR, NS, Oro, Sol, Ben, and Stump) which cover exploration targets in the district where previous and recent work identified zinc, lead and silver prospects, and geophysical and geochemical anomalies in prospective host geology.
In Canada, Fireweed (TSXV: FWZ) trades on the TSX Venture Exchange. In the USA, Fireweed (OTCQB: FWEDF) trades on the OTCQB Venture Market for early stage and developing U.S. and international companies. Companies are current in their reporting and undergo an annual verification and management certification process. Investors can find Real-Time quotes and market information for the Company on www.otcmarkets.com . In Europe, Fireweed (FSE: 20F) trades on the Frankfurt Stock Exchange .
Additional information about Fireweed Zinc and its Macmillan Pass Zinc Project including maps and drill sections can be found on the Company's website at www.FireweedZinc.com and at www.sedar.com .
ON BEHALF OF Fireweed Zinc LTD.
" Brandon Macdonald "
CEO & Director
604-646-8361
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statements
Offering Disclosure Statements
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Forward Looking Statements
This news release may contain "forward-looking" statements and information relating to the Company and the Macmillan Pass Project that are based on the beliefs of Company management, as well as assumptions made by and information currently available to Company management. Such statements reflect the current risks, uncertainties and assumptions related to certain factors including but not limited to, without limitations, exploration and development risks, expenditure and financing requirements, general economic conditions, changes in financial markets, the effects of the pandemic, the ability to properly and efficiently staff the Company's operations, the sufficiency of working capital and funding for continued operations, title matters, First Nations relations, operating hazards, political and economic factors, competitive factors, metal prices, relationships with vendors and strategic partners, governmental regulations and oversight, permitting, seasonality and weather, technological change, industry practices, and one-time events. Should any one or more risks or uncertainties materialize or change, or should any underlying assumptions prove incorrect, actual results and forward-looking statements may vary materially from those described herein. The Company does not undertake to update forward‐looking statements or forward‐looking information, except as required by law.
