Imperial Metals Corporation (the "Company")
(TSX:III) would like to remind its shareholders of the upcoming
deadlines and essential details of its previously announced rights
offering (the “Rights Offering”) made to the holders of common
shares of the Company (“Common Shares”) of record at the close of
business (Pacific Time) on May 31, 2022. The rights (“Rights”) will
expire at 2:00 p.m. (Pacific Time) on June 24, 2022 (the "Expiry
Time"), after which time unexercised rights will be void and of no
value.
The Company issued one Right for each
outstanding Common Share. Each Right is exercisable to acquire
0.125 Common Shares of the Company, upon payment of the
subscription price of $3.04 per Common Share (called the “Basic
Subscription Privilege”). Fractional shares will not be issued and
any fractions will be rounded down to the nearest whole number. To
illustrate: an eligible holder of 10,000 shares as of the record
date would be issued 10,000 Rights, which would entitle the holder
to subscribe for 1,250 shares (10,000 x 0.125) for an aggregate
price of C$3,800 (1,250 x C$3.04).
Shareholders who fully exercise their Rights
will be entitled to subscribe pro rata for additional Common Shares
in the Rights Offering, if available, as a result of unexercised
Rights prior to the Expiry Time, subject to certain limitations set
out in the Company’s rights offering circular dated May 19, 2022
(the “Rights Offering Circular”).
A rights offering notice (“Notice”) and Rights
DRS advice statements (“Rights DRS”) were mailed to each registered
shareholder of the Company resident in Canada and certain other
eligible jurisdictions as at the record date. Registered
shareholders who wish to exercise their Rights must forward the
completed Rights DRS, together with the applicable funds, to the
Rights agent, Computershare Investor Services Inc., on or before
the Expiry Time. Eligible shareholders who own their Common Shares
through an intermediary, such as a bank, trust company, securities
dealer or broker, will receive materials and instructions from
their intermediary.
It is important to note that many intermediaries
may have different cut off times prior to the Expiry Time. As such,
the Company recommends that all eligible shareholders who own their
Common Shares through an intermediary contact their broker or
financial advisor about the Rights Offering to ensure that they can
participate by the intermediary’s cut off time for
subscriptions.
Further details of the Rights Offering are
contained in the Rights Offering Circular, which was filed on SEDAR
under the Company’s profile at www.sedar.com and are available at
the Company’s website at www.imperialmetals.com, from your dealer
representative or by contacting the Chief Financial Officer at
604.488.2658 or by email at darb.dhillon@imperialmetals.com. The
Company has also registered the offer and sale of the shares
issuable on exercise of the Rights on a Form F-7 registration
statement under the U.S. Securities Act of 1933, as amended.
Shareholders in the United States should also review the Company’s
Registration Statement on Form F-7 which has been filed with the
United States Securities and Exchange Commission and can be found
at www.sec.gov and may also be obtained by contacting the Chief
Financial Officer at 604.488.2658 or by email at
darb.dhillon@imperialmetals.com.
The Rights Offering is subject to certain
conditions including, but not limited to, the receipt of all
necessary regulatory approvals, including the acceptance of the
Toronto Stock Exchange.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of these securities, in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of such
jurisdiction.
About ImperialImperial is a
Vancouver based exploration, mine development and operating
company. The Company, through its subsidiaries, owns a 30% interest
in the Red Chris mine, and a 100% interest in both the Mount Polley
and Huckleberry copper mines in British Columbia. Imperial also
holds a portfolio of 23 greenfield exploration properties in
British Columbia.
Company ContactsBrian Kynoch |
President | 604.669.8959Darb S. Dhillon
| Chief Financial Officer |
604.488.2658
Forward-Looking Information and Risks
Notice
Certain information contained in this news
release are not statements of historical fact and are
"forward-looking" statements. Forward-looking statements relate to
future events or future performance and reflect Company
management's expectations or beliefs regarding future events and
include, but are not limited to, specific statements regarding the
Rights Offering, including the timing and completion of the Rights
Offering, the intended use of proceeds raised under the Rights
Offering and statements regarding subsequent draw downs of the
Company’s existing credit facility and intended use of funds with
respect to any such draw down. In certain cases, forward-looking
statements can be identified by the use of words such as “plans”,
“expects” or “does not expect”, “is expected”, “outlook”, “budget”,
“scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or
“does not anticipate”, or “believes”, or variations of such words
and phrases or statements that certain actions, events or results
“may”, “could”, “would”, “might” or “will be taken”, “occur” or “be
achieved” or the negative of these terms or comparable terminology.
In this document certain forward-looking statements are identified
by words including “guidance”, “expectations”, “targeted”, “plan”,
“planned”, “estimated”, “calls for” and “expected”. Forward-looking
information is not based on historical facts, but rather on then
current expectations, beliefs, assumptions, estimates and forecasts
about the business and the industry and markets in which the
Company operates, including, amongst other things, assumptions
that: the Company will receive all necessary regulatory, stock
exchange and third party approvals in respect of the Rights
Offering; the timing of the Rights Offering will meet the Company’s
expectations based on its business and operational requirements;
the Rights Offering will provide sufficient liquidity to support
the Company’s intended use of the proceeds therefrom. Such
statements are qualified in their entirety by the inherent risks
and uncertainties surrounding future expectations. We can give no
assurance that the forward-looking information will prove to be
accurate.
By their very nature forward-looking statements
involve known and unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievements of
the Company to be materially different from any future results,
performance or achievements expressed or implied by the
forward-looking statements. Such factors include, among others,
risks that the Rights Offering will not provide the expected
liquidity or benefits to the Company’s business or operations;
risks that required consents and approvals will not be received in
order to advance or complete the Rights Offering; uncertainties
relating to the cost of completing the Rights Offering; risks that
could cause the Company to allocate the proceeds of the Rights
Offering in a manner other than as disclosed, including all of the
risks related to the Company's business, financial condition,
result of operations and cash flows; and other risks of the mining
industry as well as those factors detailed from time to time in the
Company's interim and annual financial statements and management's
discussion and analysis of those statements, all of which are filed
and available for review on sedar.com. Although the Company has
attempted to identify important factors that could cause actual
actions, events or results to differ materially from those
described in forward-looking statements, there may be other factors
that cause actions, events or results not to be as anticipated,
estimated or intended. There can be no assurance that
forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not
place undue reliance on forward looking statements.
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