/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES./
SASKATOON, SK, Dec. 29, 2021 /CNW/ - Omineca Mining and Metals
Ltd. (TSXV: OMM) ("Omineca" or the
"Company") announces the closing of its previously
announced non-brokered private placement of 6,250,000 flow-through
units of the Company (the "FT Units") for gross proceeds of
$1,000,000 (the "Offering").
The gross proceeds received by Omineca from the sale of the FT
Units will be used to incur eligible "Canadian exploration
expenses" ("CEE") that are "flow-through mining
expenditures" (as such term is defined in the Income Tax Act
(Canada)). Omineca will
renounce such CEE to the purchasers of the FT Units with an
effective date of no later than December 31,
2021.
Each FT Unit consists of one "flow-through" common share of the
Company that will qualify as a "flow through share" within the
meaning of subsection 66(15) of the Income Tax Act
(Canada) (each, a "FT
Share") and one-half (½) of one common share purchase warrant
(each whole warrant, a "Warrant"). Each Warrant is
exercisable to acquire one common share of the Company (a
"Warrant Share") at a price of $0.24 per Warrant Share for a period of 24 months
from the closing of the Offering, subject to early expiry if,
commencing four months after the closing of the Offering, the daily
volume weighted average trading price of the common shares of the
Company exceeds $0.30 for 5
consecutive trading days.
The FT Units, and the underlying securities comprising the FT
Units issued under the Offering are subject to a statutory hold
period expiring on April 30,
2022.
In connection with the Offering the Company paid Red Cloud
Securities Inc. (the "Finder") a finder's fee of
$59,500 and issued to the Finder
371,875 non-transferrable compensation warrants (the
"Compensation Warrants"). Each Compensation Warrant entitles
the holder thereof to purchase one common share of the Company (a
"Compensation Warrant Share") at an exercise price per
Compensation Warrant Share equal to $0.16 until December 28,
2023, subject to early expiry if, commencing four months
after the closing of the Offering, the daily volume weighted
average trading price of the common shares of the Company exceeds
$0.30 for 5 consecutive trading days.
The securities issued to the Finder are subject to a hold period
expiring April 30, 2022.
About Omineca Mining and Metals Ltd.
Omineca Mining
and Metals Ltd.'s flagship Wingdam gold exploration and placer
recovery project is located along the Barkerville Highway 45 km
east of the town of Quesnel. The
Wingdam Property includes mineral tenures totaling over 50,000
hectares (500 square kms) and in excess of 15 linear kilometers of
placer claims, both encompassing the Lightning Creek valley where
topographic conditions created thick layers of overburden, which
preserved a large portion of a buried paleochannel containing
placer gold-bearing gravels. Omineca also has a diamond drill
program currently underway exploring for the potential multiple
hard rock sources of the placer gold at Wingdam.
This news release does not constitute an offer to sell, or
the solicitation of an offer to buy securities in any jurisdiction
in which such offer or solicitation would be unlawful prior to
registration or qualification under the securities laws of such
jurisdiction.
The securities described herein have not been, and will not
be, registered under the United States Securities Act of
1933, as amended (the "Securities Act"), or the securities
laws of any state of the United
States, and may not be offered or sold in the United
States or to, or for the account or benefit of, any U.S.
Person (as defined in Regulation S of the Securities Act) or a
person in the United States,
unless an exemption from such registration requirements is
available.
Forward Looking Statements
This release includes forward-looking statements regarding
Omineca and its business. Such statements are based on the current
expectations and views of future events of Omineca's management. In
some cases, the forward-looking statements can be identified by
words or phrases such as "may", "will", "expect", "plan",
"anticipate", "intend", "potential", "estimate", "believe" or the
negative of these terms, or other similar expressions intended to
identify forward-looking statements. The forward-looking events and
circumstances discussed in this release may not occur and could
differ materially as a result of the economic feasibility of the
Company's mining properties, known and unknown risk factors and
uncertainties affecting Omineca, including risks regarding the
resource industry, economic factors and the equity markets
generally and many other factors beyond the control of Omineca. No
forward-looking statement can be guaranteed. Forward-looking
statements and information by their nature are based on assumptions
and involve known and unknown risks, uncertainties and other
factors which may cause our actual results, performance or
achievements, or industry results, to be materially different from
any future results, performance or achievements expressed or
implied by such forward-looking statement or information.
Accordingly, readers should not place undue reliance on any
forward-looking statements or information. Forward-looking
statements speak only as of the date on which they are made and
Omineca undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events, or otherwise, except as required by applicable
securities laws.
Neither 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.
SOURCE Omineca Mining and Metals Ltd