TORONTO, ONTARIO--(Marketwired - Nov. 14, 2017) - Galway Metals Inc. (TSX VENTURE:GWM) (the "Company") is pleased to announce that, further to its announcement on October 25, 2017, it has completed a non-brokered private placement financing (the "Offering"). The Closing consisted of the sale of 6,407,390 flow-through units ("FT Units") at a price of $0.43 Unit and 3,928,297 hard dollar units ("HD Unit") at a price of $0.35 per HD Unit for aggregate gross proceeds of $4,130,081.83 which constitutes an increase in the size of the Offering from the previously reported maximum gross proceeds of $2,750,000.
Each FT Unit consists of one common share in the capital stock of Galway Metals (each a "Common Share") issued on a flow-through basis and one-half (1/2) common share purchase warrant (each whole warrant a "Warrant"). Each HD Unit consists of one (1) Common Share and one-half of a Warrant. Each whole Warrant will entitle the holder to purchase one Common Share at the price of $0.50 for a period of 24 months after closing. If the closing price on the TSX Venture Exchange of the Common Share equals or exceeds $0.75 per Common Share for a period of 20 consecutive trading days, the Corporation has the right to accelerate the expiry date of the Warrants (the "Accelerated Provision").
The securities issued and issuable pursuant to the Offering will be subject to a four month and one day statutory hold period.
Galway Metals intends to use the net proceeds from the Offering to fund exploration on the Company's Clarence Stream gold property located in south-western New Brunswick, Estrades polymetallic property located in the northern Abitibi of western Quebec and for working capital purposes. All proceeds from the sale of FT Units will be used to fund "Canadian exploration expenses" (within the meaning of the Income Tax Act (Canada)).
The Company paid a commission on a portion of the Offering to certain eligible finders. The commission paid consisted of a cash payment of $192,839 and the issuance to the finder of 469,672 finder's warrants exercisable into Common Shares at $0.50 per finder's warrants for a period of 24 months following closing of the Private Placement, subject to the Acceleration Provision.
In connection with the Offering, Michael Sutton an officer and a Director of the Company, has acquired 232,558 FT Units. This issuance of FT Units to Mr. Sutton is considered a "related party transaction" as such term is defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under MI 61-101 on the basis that participation in the Offering by Insiders does not exceed 25% of the fair market value of the Company's market capitalization.
