NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
June 27, 2019 / Vancouver, BC / NRG Metals Inc. (“NRG” or the “Company”) (TSX-V: NGZ) (OTCQB: NRGMD) (Frankfurt: OGPN) announces a private placement (the “Private Placement”) of up to 8,000,000 units (the “Units”) at a price of CDN$0.12 per Unit for gross proceeds of up to CDN$960,000. Each Unit will be comprised of one common share (the “Shares”) and one transferable common share purchase warrant (the “Warrants”). Each Warrant will allow the holder to purchase one Share of the Company at a price of CDN$0.15 per Share for a period of five years from the date of closing of the Private Placement subject to an expiry acceleration provision whereby if the Company’s Shares close at or above $0.25 per Share for more than 10 consecutive trading days, the holder will have 30 days from that date to exercise the Warrants.
The Private Placement will be open to all existing shareholders of the Company and interested parties who can rely upon an exemption from the registration and prospectus requirements of applicable securities laws to participate. The private placement proceeds will be for development for Argentina property and for general working capital.
Pursuant to the Acquisition Agreement for the Hombre Muerto North Lithium Project, NRG announces it has issued an aggregate of 750,000 Shares at a deemed price of CDN$0.155 per Share pursuant to a mining exploration agreement with option to purchase dated May 17, 2017, as amended on October 31, 2017 and April 22, 2018, entered into with Jorge E. Moreno and Alba Silvia Sala regarding the Hombre Muerto North Lithium project.
All Shares to be issued are subject to a four month hold period.
About NRG Metals Inc.
NRG metals is developing its flagship HMN Lithium Project which is strategically located in the Hombre Muerto Salar, an area of active lithium production by FMC at the Fenix lithium mine, some 12 kilometers south of the NRG project area. The project is surrounded by ground now owned by POSCO, a Korean based lithium producer, as a result of its US$280 million purchase of the area from Galaxy Resources Ltd., an Australian-based producer. Galaxy is also moving their portion of the Hombre Muerto Salar, the Sal de Vida Project, to lithium production.
On behalf of the board of directors of NRG Metals Inc.:
Adrian F. C. Hobkirk,
The TSX Venture Exchange has not reviewed the content of this news release and therefore does not accept responsibility or liability for the adequacy or accuracy of the contents of this news release.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements.
This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.
This news release contains certain “forward-looking statements” within the meaning of Section 21E of the United States Securities and Exchange Act of 1934, as amended. Except for statements of historical fact relating to the Company, certain information contained herein constitutes forward-looking statements. Forward-looking statements are based upon opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors which could cause actual results to differ materially from those projected in the forward-looking statements. The reader is cautioned not to place undue reliance on forward- looking statements. We seek safe harbor.
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