/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION
IN CANADA ONLY AND IS NOT INTENDED
FOR DISTRIBUTION TO UNITED STATES
NEWSWIRE SERVICES OR DISSEMINATION IN THE
UNITED STATES/
All monetary amounts are expressed in Canadian
Dollars, unless otherwise indicated.
TORONTO, Oct. 22, 2021 /CNW/ - Arizona Metals Corp. (TSXV:
AMC) (OTCQX: AZMCF) (the "Company" or "Arizona
Metals") is pleased to announce it has entered into an amended
agreement with Stifel GMP and Clarus Securities Inc. (the "Lead
Underwriters") to increase the size of the previously-announced
offering (the "Offering"). Pursuant to the amended terms of
the Offering, the Lead Underwriters have agreed to purchase, on a
bought deal basis, 10,600,000 common shares of the Company
(the "Common Shares") at a price of C$4.25 per
Common Share (the "Offering Price"), consisting of 7,500,000
Common Shares issued from treasury (the "Treasury Offering")
for gross proceeds to the Company of C$31,875,000 and
3,100,000 Common Shares sold by certain existing shareholders (the
"Secondary Offering" and together with the Treasury
Offering, the "Offering") for gross proceeds of C$13,175,000.
The Company has agreed to grant the Underwriters an
over-allotment option to purchase up to an additional 1,125,000
Common Shares under the Treasury Offering at the Offering Price,
exercisable in whole or in part, at any time and from time to time
on or prior to the date that is 30 days following the closing of
the Offering to cover over-allotments, if any, and for market
stabilization purposes. If this option is exercised in full, an
additional C$4,781,250 in gross
proceeds will be raised pursuant to the Treasury Offering and the
aggregate gross proceeds of the Treasury Offering will be
C$36,656,250.
The Company plans to use the net proceeds from the Treasury
Offering to fund exploration expenditures at the Company's Kay Mine
in Arizona as well as for working
capital and general corporate purposes. The Company will not
receive any proceeds from the Secondary Offering.
The Common Shares will be offered by way of a short form
prospectus to be filed in all provinces of Canada, except Québec. The Common Shares will
also be sold to U.S. buyers on a private placement basis pursuant
to an exemption from the registration requirements in Rule 144A of
the United States Securities Act of 1933, as amended, and other
jurisdictions outside of Canada
provided that no prospectus filing or comparable obligation
arises.
The Offering is scheduled to close on or about November 12, 2021 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary approvals including the approval of the TSX Venture
Exchange and the securities regulatory authorities.
This press release shall not constitute an offer to sell or
the solicitation of an offer to buy nor shall there be any sale of
the securities in any state in which such offer, solicitation or
sale would be unlawful. The securities being offered have not been,
nor will they be, registered under the United States Securities Act
of 1933, as amended (the "1933 Act") and may not be offered or sold
in the United States absent
registration or an applicable exemption from the registration
requirements of the 1933 Act, as amended, and application state
securities laws.
About Arizona Metals Corp
Arizona Metals Corp owns 100% of the Kay Mine Property in
Yavapai County, which is located
on a combination of patented and BLM claims totaling 1,300 acres
that are not subject to any royalties. An historic estimate by
Exxon Minerals in 1982 reported a "proven and probable reserve of
6.4 million short tons at a grade of 2.2% copper, 2.8 g/t gold,
3.03% zinc, and 55 g/t silver." The historic estimate at the Kay
Mine was reported by Exxon Minerals in 1982. (Fellows, M.L., 1982,
Kay Mine massive sulphide deposit: Internal report prepared for
Exxon Minerals Company)
The Kay Mine historic estimate has not been verified as a
current mineral resource. None of the key assumptions, parameters,
and methods used to prepare the historic estimate were reported,
and no resource categories were used. Significant data compilation,
re-drilling and data verification may be required by a Qualified
Person before the historic estimate can be verified and upgraded to
be a current mineral resource. A Qualified Person has not done
sufficient work to classify it as a current mineral resource, and
Arizona Metals is not treating the historic estimate as a current
mineral resource.
The Kay Mine is a steeply dipping VMS deposit that has been
defined from a depth of 60 m to at
least 900 m. It is open for expansion
on strike and at depth.
The Company also owns 100% of the Sugarloaf Peak Property, in
La Paz County, which is located on
4,400 acres of BLM claims. Sugarloaf is a heap-leach, open-pit
target and has a historic estimate of "100 million tons containing
1.5 million ounces gold" at a grade of 0.5 g/t (Dausinger, N.E.,
1983, Phase 1 Drill Program and Evaluation of Gold-Silver
Potential, Sugarloaf Peak Project, Quartzsite, Arizona: Report for Westworld
Inc.)
The historic estimate at the Sugarloaf Peak Property was
reported by Westworld Resources in 1983. The historic estimate has
not been verified as a current mineral resource. None of the key
assumptions, parameters, and methods used to prepare the historic
estimate were reported, and no resource categories were used.
Significant data compilation, re-drilling and data verification may
be required by a Qualified Person before the historic estimate can
be verified and upgraded to a current mineral resource. A Qualified
Person has not done sufficient work to classify it as a current
mineral resource, and Arizona Metals is not treating the historic
estimate as a current mineral resource.
The Qualified Person who reviewed and approved the technical
disclosure in this release is David
Smith, CPG.
This press release contains statements that constitute
"forward-looking information" (collectively, "forward-looking
statements") within the meaning of the applicable Canadian
securities legislation, Forward-looking statements contained in
this press release, include, without limitation, statements
regarding the completion of the Company's previously-announced
acquisition, use of proceeds from the Offering, and drilling and
exploration activity at the Company's properties. All statements,
other than statements of historical fact, are forward-looking
statements and are based on expectations, estimates and projections
as at the date of this news release. Any statement that discusses
predictions, expectations, beliefs, plans, projections, objectives,
assumptions, future events or performance (often but not always
using phrases such as "expects", or "does not expect", "is
expected", "anticipates" or "does not anticipate", "plans",
"budget", "scheduled", "forecasts", "estimates", "believes" or
"intends" or variations of such words and phrases or stating that
certain actions, events or results "may" or "could", "would",
"might" or "will" be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking
statements. Forward-looking statements contained in this press
release include, without limitation, statements regarding the
acquisition of the Property, including completion of due diligence
and the satisfaction of the Company's payment obligations under the
Purchase Agreement, and the completion of the Offering. In making
the forward- looking statements contained in this press release,
the Company has made certain assumptions. Although the Company
believes that the expectations reflected in forward-looking
statements are reasonable, it can give no assurance that the
expectations of any forward-looking statements will prove to be
correct. Known and unknown risks, uncertainties, and other factors
which may cause the actual results and future events to differ
materially from those expressed or implied by such forward-looking
statements. Such factors include, but are not limited to:
availability of financing; delay or failure to receive required
permits or regulatory approvals; and general business, economic,
competitive, political and social uncertainties. Accordingly,
readers should not place undue reliance on the forward-looking
statements and information contained in this press release. Except
as required by law, the Company disclaims any intention and assumes
no obligation to update or revise any forward-looking statements to
reflect actual results, whether as a result of new information,
future events, changes in assumptions, changes in factors affecting
such forward- looking statements or otherwise.
NEITHER THE TSX VENTURE EXCHANGE (NOR ITS REGULATORY SERVICE
PROVIDER) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF
THIS RELEASE
www.arizonametalscorp.com
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SOURCE Arizona Metals Corp.