The net proceeds from the Offering will be used for the advancement of Palamina’s Galena silver-copper-manganese project and Usicayos gold project and for general corporate and working capital purposes. All securities issued under the second tranche of the Offering are subject to a statutory hold period ending on April 17, 2026. The Offering is subject to TSX-V acceptance of regulatory filings.
Sean Spraggett, Director of Palamina (the “Related party“) a total of 112,000 units purchased pursuant to the offering which constitutes a “related party transaction” as that term is defined in Multilateral Instrument 61-101 – Protection of minority security holders in special transactions (“MI 61-101“). The Company was exempt from the MI 61-101 valuation and minority approval requirements for related party transactions in connection with the Offering because the Company was not listed on a stock exchange specified in section 5.5(b) of MI 61-101, and neither the fair market value of the Units purchased by the Related Party nor the proceeds that the Company would receive in respect of the Related Party’s participation in the Offering Offer exceeded $2,500,000.
The Company paid an eligible individual (the “Finder“) a monetary discovery fee of $23,287 and issued 186,300 finder’s warrants (“Finder warrants“) equal to six percent of the total number of Units sold under the Offering attributable to the Finder. Each Finder Warrant will be exercisable to acquire one common share of the Company for a period of two years from the closing date at an exercise price of $0.125 per share.
The securities offered in the Offering have not been and will not be registered in the United States Securities Act of 1933as 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 registration or an applicable exemption from registration requirements. 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 jurisdiction in which such offer, solicitation or sale would be unlawful.
ABOUT PALAMINA
Palamina is an exploration company with a land bank of high-grade copper-silver assets in southeastern and northeastern Peru and a land bank of gold projects in the Puno Orogenic Gold Belt. Palamina trades on the TSX Venture Exchange under the symbol PA and on the OTCQB under the symbol PLMNF.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This press release contains certain “forward-looking statements” within the meaning of such statements under applicable securities laws. Forward-looking statements are often identified by words such as “plan,” “continue,” “expect,” “project,” “intend,” “believe,” “anticipate,” “estimate,” “may,” “will,” “potential,” “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Various assumptions have been used in drawing the conclusions or making the projections in the forward-looking statements contained in this press release. Forward-looking statements include, but are not limited to, the use of proceeds from the Offering and the Company’s future business plans. Forward-looking statements are based on the opinions and estimates of management as of the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company undertakes no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law. A more complete discussion of the risks and uncertainties facing the Company can be found in the Company’s ongoing disclosure filings, which are available at www.sedarplus.ca.
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