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SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE
DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. ANY FAILURE TO COMPLY
WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES
LAWS. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER, OR A
SOLICITATION OF ANY OFFER, TO BUY OR SUBSCRIBE FOR ANY SECURITIES
IN LEADING EDGE MATERIALS IN ANY JURISDICTION./
VANCOUVER, BC, Aug. 7, 2020 /CNW/ - Leading Edge
Materials Corp. ("Leading Edge Materials" or
the "Company") (TSXV: LEM) (Nasdaq First North: LEMSE)
(OTCQB: LEMIF) announces the closing of the non-brokered private
placement financing (the "Private Placement") previously announced
on July 27, 2020. Pursuant to the
Private Placement, the Company has issued 32,000,000 units (the
"Units") at a price of C$0.11 per
Unit for aggregate gross proceeds of C$3,520,000. Each Unit consists of one Common
Share and one common share purchase warrant (a "Warrant"). Each
Warrant is exercisable into one common share of the Company (a
"Warrant Share") at an exercise price of C$0.20 for a period of four years expiring on
August 7, 2024.
Leading Edge Materials intends to use net proceeds for the
Company's projects, located in Sweden and Romania and for general working capital and
corporate purposes. No finder's fees or commissions were paid in
connection with the Private Placement. The Private Placement is
subject to final approval from the TSX Venture Exchange (the
"Exchange").
Filip Kozlowski, CEO states:
"I am pleased to announce the closing of this Private Placement
with continued support from insiders and long-term shareholders.
The funds raised will provide a solid foundation for us to progress
development of our projects in Sweden and Romania at a time where there is growing
interest from the investor community for critical raw materials
such as rare earth elements, and an increased sense of urgency from
the European Union to become more self-reliant for the raw
materials that enable a sustainable transition of industry and
society."
The Common Shares, Warrants and Warrant Shares are subject to
resale restrictions pursuant to a "distribution compliance period"
(as defined in Regulation S under the United States Securities Act
of 1933, as amended (the "U.S. Securities Act")) of one year
expiring on August 8, 2021. The
Common Shares, Warrants and the Warrant Shares have been issued in
certificated form to facilitate the inclusion of required
restrictive legends in accordance with United States securities legislation.
In addition, a voluntary trading restriction has been placed on
all securities issued under the Private Placement, including the
securities issuable on exercise of the Warrants, pursuant to which
such securities cannot be traded until August 8, 2021. This voluntary restriction runs
concurrently with the above referenced one-year distribution
compliance period under the U.S. Securities Act and with the
statutory resale and transfer restrictions under applicable
securities laws and policies of the Exchange. The Units sold in the
Private Placement were offered by way of prospectus exemptions in
Sweden. The minimum subscription
and allotment amount for Sweden
and the European Economic Area ("EEA") investors in the Private
Placement was an amount equivalent to at least EUR 100,000.
Insiders of the Company purchased a total of 27,770,000 Units
under the Private Placement which constitutes a "related party
transaction" as defined under Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
("MI 61-101"). The Company relied on exemptions from the formal
valuation and minority shareholder approval requirements of MI
61-101 based on the fact that neither the fair market value of the
Units subscribed for by the insiders, nor the consideration for the
Units paid by such insiders, exceeded 25% of the Company's market
capitalization as determined in accordance with MI 61-101.
Mr. Eric Krafft, a director of
the Company, has subscribed for and acquired 24,150,000 Common
Shares under the Private Placement. Prior to the Private Placement,
Mr. Krafft beneficially owned and controlled 22,554,404 Common
Shares and 15,500,000 warrants of the Company. As a result of the
Private Placement, Mr. Krafft has become a New Control Person (as
defined by the policies of the Exchange), beneficially holding
46,704,404 common shares and 39,650,000 warrants of the Company,
representing approximately 31.89% of the issued and outstanding
Common Shares on a non-diluted basis, and 46.40% on a partially
diluted basis, assuming the exercise of warrants held by Mr. Krafft
only. The Company obtained disinterested shareholder approval at
the Annual General Meeting held on July 24,
2020 for Mr. Krafft to become a new Control Person of the
Company.
Eric Krafft has acquired the
Units for investment purposes and has a long-term view of his
investment. In the future, Mr. Krafft may take such actions in
respect of his investment in the Company as he may deem
appropriate, depending on the market conditions and circumstances
at that time. The foregoing disclosure regarding Mr. Krafft's
holdings is being disseminated pursuant to National Instrument
62-103 The Early Warning System and Related Take-Over Bid and
Insider Reporting Issues (NI 62-103). A copy of Mr. Krafft's early
warning report will appear on the Company's profile on SEDAR. The
information herein with respect to the number of Mr. Krafft's
securities and his intention relating thereto are not within the
knowledge of the Company and are provided by Mr. Krafft.
The securities have not been, and will not be, registered under
the U.S. Securities Act, or any United
States state securities laws, and may not be offered or sold
in the United States or to, or for
the account or benefit of, U.S. persons absent registration or an
applicable exemption from the registration requirements of the U.S.
Securities Act and applicable United
States state securities laws. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy
securities in the United States,
nor shall there be any sale of these securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful.
This news release is not a prospectus under Regulation (EU)
2017/1129 (the "EU Prospectus Regulation"). The Company has not
authorized any offer of securities to the public (as defined in the
EU Prospectus Regulation) in any EEA member state and no such
prospectus has been or will be prepared in connection with the
Private Placement.
On behalf of the Board of Directors,
Leading Edge
Materials Corp.
Filip Kozlowski, CEO
About Leading Edge Materials
Leading Edge Materials is a Canadian public company focused on
developing a portfolio of critical raw material projects located in
the European Union. Critical raw materials are determined as such
by the European Union based on their economic importance and supply
risk. They are directly linked to high growth technologies such as
lithium-ion batteries and permanent magnets for electric motors and
wind power that underpin the sustainability transition of society.
The portfolio of projects includes the 100% owned Woxna Graphite
mine (Sweden), Norra Kärr HREE
project (Sweden), Bergby lithium
project (Sweden) and the 51% owned
Bihor Sud Nickel Cobalt exploration alliance (Romania).
Additional Information
The Company's consolidated financial statements and related
management's discussion and analysis are available on the Company's
website at www.leadingedgematerials.com or under its profile
on SEDAR at www.sedar.com.
The information was submitted for publication through the agency
of the contact person set out above, on August 7, 2020, at 2:00
PM Vancouver time.
Leading Edge Materials is listed on the TSXV under the symbol
"LEM", OTCQB under the symbol "LEMIF" and Nasdaq First North
Stockholm under the symbol "LEMSE". Mangold Fondkommission AB is
the Company's Certified Adviser on Nasdaq First North and may be
contacted via email CA@mangold.se or by phone +46 (0) 8 5030
1550.
Reader Advisory
This news release may contain statements which constitute
"forward-looking information", including statements regarding the
plans, intentions, beliefs and current expectations of the Company,
its directors, or its officers with respect to the future business
activities of the Company. The words "may", "would", "could",
"will", "intend", "plan", "anticipate", "believe", "estimate",
"expect" and similar expressions, as they relate to the Company, or
its management, are intended to identify such forward-looking
statements. Investors are cautioned that any such forward-looking
statements are not guarantees of future business activities and
involve risks and uncertainties, and that the Company's future
business activities may differ materially from those in the
forward-looking statements as a result of various factors,
including, but not limited to, fluctuations in market prices,
changes in the Company's intended use of proceeds from the Private
Placement, successes of the operations of the Company, continued
availability of capital and financing and general economic, market
or business conditions. There can be no assurances that such
information will prove accurate and, therefore, readers are advised
to rely on their own evaluation of such uncertainties. The Company
does not assume any obligation to update any forward-looking
information except as required under the applicable securities
laws.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accept responsibility for the adequacy or
accuracy of this news release.
SOURCE Leading Edge Materials
