Vancouver, British Columbia – July 8, 2021: Sun Summit Minerals Corp. (TSXV: SMN and OTC Pink: SMREF) (“Sun Summit” or the “Company”) is pleased to announce that it has entered into an agreement with Red Cloud Securities Inc. and Eventus Capital Corp. (collectively, the “Agents”) to act as co-lead agents and joint bookrunners in connection with a fully marketed, private placement for gross proceeds of up to C$ 4,000,000 (the “Offering”). The Offering is to be comprised of a combination of flow-through units of the Company (the “FT Units”) at a price of C$ 0.66 per FT Unit and flow-through units of the Company to charitable purchasers (the “Charity FT Units”) at a price of C$ 0.81 per Charity FT Unit. The Offering is subject to minimum gross proceeds of C$ 2,000,000 from the sale of Charity FT Units.
Each FT Unit and Charity FT Unit will consist of one common share of the Company to be issued as a “flow-through share” within the meaning of the Income Tax Act (Canada) (each, a “FT Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant shall entitle the holder to purchase one (non-flow-through) common share of the Company (each, a “Warrant Share”) at a price of C$ 0.90 for 24 months after the closing of the Offering.
The Agents will have an option, exercisable in full or in part up to 48 hours prior to the closing of the Offering, to sell up to an additional C$ 1,000,000 in any combination of FT Units and Charity FT Units at their respective offering price.
The Company intends to use the proceeds raised from the Offering for the exploration of the Company’s Buck Property and other Canadian properties it may acquire. The gross proceeds from the issuance of the FT Shares will be used for “Canadian Exploration Expenses” (within the meaning of the Income Tax Act (Canada)) (the “Qualifying Expenditures”), which will be renounced with an effective date no later than December 31, 2021 to the purchasers of the FT Units and Charity FT Units in an aggregate amount not less than the gross proceeds raised from the issue of the FT Shares. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each subscriber of FT Units and Charity FT Units for any additional taxes payable by such subscriber as a result of the Company’s failure to renounce the Qualifying Expenditures.
The Offering is scheduled to close on or around July 29, 2021 and is subject to certain conditions including, but not limited to, the receipt of approval of the TSX Venture Exchange. The FT Shares, Warrants and Warrant Shares will have a hold period of four months from the closing date.