Electric Metals Announces Final Closing of Private Placement

About this update from Electric Metals Usa Limited

Not for distribution to U.S. news wire services or dissemination in the United States. TORONTO, ON / ACCESS Newswire / January 31, 2025 / Electric Metals (USA) Limited ("EML" or the "Company") (TSXV:EML)(OTCQB:EMUSF) announces the final closing of the Company's non-brokered private placement (the "Offering") as previously announced in its news release dated October 31, 2024. The Company issued in aggregate 5,837,000 common shares ("the "Shares") at $0.10 per share for gross proceeds of C$583,700. No finders fees were paid in connection with the Offering. Under the Offering, directors of the Corporation subscribed for 3,737,000 Shares for a total consideration of C$373,700, which constitutes a "related party transaction" within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions ("Regulation 61-101") and TSXV Policy 5.9 - Protection of Minority Security Holders in Special Transactions. However, the directors of the Corporation who voted in favor of the Offering have determined that the exemptions from formal valuation and minority approval requirements provided for respectively under subsections 5.5(a) and 5.7(1)(a) of Regulation 61-101 can be relied on as neither the fair market value of the Shares issued to this insider, nor the fair market value of the consideration paid exceeded 25% of the Corporation's market capitalization. None of the Corporation's directors have expressed any contrary views or disagreements with respect to the foregoing. A material change report in respect of this related party transaction will be filed by the Corporation but could not be filed earlier than 21 days prior to the closing of the Offering, due to the fact that the terms of the participation of each of the non-related parties and the related parties of the Offering were not confirmed. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities described in this news release 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 Ac...

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