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ORIGINAL: Search Minerals Inc. Announces Partial Revocation of Cease Trade Order, Proposed Private Placement and Issuance of Shares Under Option Agreements
2024-09-09 07:02 ET - News Release
Vancouver, British Columbia--(Newsfile Corp. - September 9, 2024) - Search Minerals Inc. (TSXV: SMY) ("Search" or the "Company") announces that on September 6, 2024, the British Columbia Securities Commission (the "BCSC") granted a partial revocation (the "Partial Revocation") of a cease trade order (the "CTO") previously issued by the BCSC on April 8, 2024. The Partial Revocation permits the Company to complete a private placement transaction for the purpose of finalizing its annual financial statements for the year ended November 30, 2023, interim financial statements, management's discussion and analysis and certification of interim filings for the periods ended February 29 and May 31, 2024, as well as provide funding for certain operational, filing, debt and administrative expenses. The Partial Revocation also permits the Company to issue an aggregate of 700,000 common shares in the capital of the Company ("Shares") under the option agreements in respect of the Two Tom Lake and Mann #1 properties.
Private Placement of Convertible Notes
The Partial Revocation was pursued to permit Search to issue and sell non-transferable unsecured convertible notes (the "Convertible Notes") with an aggregate principal amount of up to $1,000,000 (the "Offering"). The Convertible Notes will have a maturity date of one year from the date of issuance (the "Maturity Date") and will bear simple interest at a rate of 15% per annum. Following the full revocation of the CTO and prior to the Maturity Date, principal and interest under the Convertible Notes may be converted into Shares at the option of the noteholder. The conversion price of the principal will be $0.05 per Share and the conversion price of interest into Shares will be as permitted by the policies of the TSX Venture Exchange (the "TSXV"). The Offering remains subject to the approval of the TSXV.
The gross proceeds from the Offering are expected to be used as follows: