Commerce Resources Corp. To Utilize Existing Shareholder Prospectus Exemption in $3 M Private Placement
August 28, 2019
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August 28, 2019 – Commerce Resources Corp. (TSXv: CCE, FSE: D7H) (the “Company” or “Commerce”) announces that, further to its News Release of August 27, 2019, the Company is encouraging existing shareholders in permitted jurisdictions to participate in the private placement of units (each, a “Unit”) at a price of $0.26 per Unit (the “Offering”).Each Unit will consist of one common share of the Company (each, a “Share”) and one common share purchase warrant (each, a “Warrant”), with each Warrant entitling the holder to purchase one Share at a price of $0.35 per Share for the first year, and $0.50 for the second year following the closing of the Offering.
The aggregate gross proceeds from the sale of the Offering will be used to advance the developments of the Company’s Ashram Rare Earth Deposit in Quebec, including the re-start and completion of the pilot plant at Hazen Research in Golden, Colorado, for inclusion in the ongoing Pre-feasibility study, and for the production of representative samples of rare earth oxides for delivery to industry majors, as requested. Prior to the re-start of the pilot plant at Hazen, the Company expects the completion of the metallurgical reports from the previous operation of the pilot plant detailing the production of rare earth concentrate samples achieved. Currently, the upgrading of the fluorite concentrate, produced during the previous operation of the pilot plant at Hazen, is underway, with the intent of delivering an acid grade fluorspar sample, to Glencore and Norfalco Sales, as requested.
A portion or all of the Offering may be completed pursuant to BC Instrument 45-534 – Exemption from Prospectus Requirement for Certain Trades to Existing Security Holders (the “Existing Security Holder Exemption”). Under this exemption, existing shareholders resident in BC may purchase up to $15,000 in securities from the Company without qualifying as an accredited investor or other prospectus exemption. Similar exemptions exist in certain other jurisdictions. The Company has set August 26, 2019 as the record date for the purpose of determining shareholders entitled to participate in the Offering in reliance on the Existing Shareholder Exemption. Existing shareholders who wish to participate in the Offering should contact the Company at the contact information set forth below. In the event that aggregate subscriptions for Units under the Offering exceed the maximum number of securities to be distributed, then Units will be sold to qualifying subscribers on a pro rata basis based on the number of Units subscribed for. In addition to conducting the Offering pursuant to the Existing Shareholder Exemption, the Offering will also be conducted pursuant to other available prospectus exemptions.
All securities issued in connection with the Offering will be subject to a statutory hold period expiring four months and one day after closing of the Offering. Completion of the Offering is subject to the approval of the TSX Venture Exchange (the “Exchange”).
About Commerce Resources Corp.
Commerce Resources Corp. is an exploration and development company with a particular focus on deposits of rare metals and rare earth elements. The Company is focused on the development of its Ashram Rare Earth Element Deposit in Quebec and the Upper Fir Tantalum-Niobium Deposit in British Columbia.
For more information, please visit the corporate website at www.commerceresources.com or email info@commerceresources.com.
On Behalf of the Board of Directors
COMMERCE RESOURCES CORP.
“Chris Grove”
Chris Grove
President and Director
www.commerceresources.com/en/news/...usd3-m-private-placement
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