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Surface Metals Inc. — Capital/Financing Update 2021
May 19, 2021
47518_rns_2021-05-19_67683ff8-f1ff-4fc1-8596-10a2e312abea.pdf
Capital/Financing Update
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FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1.
Name and Address of Company
ACME Lithium Inc. 300 – 2015 Burrard Street Vancouver, British Columbia V6J 3H4
Item 2.
Date of Material Change
May 19, 2021
Item 3.
News Release
The news release was disseminated through Newsfile Corp. on May 19th, 2021
Item 4.
Summary of Material Change
The Company announced its intention to complete a non-brokered private placement of up to 8,000,000 Units of the Company for gross aggregate proceeds of up to CDN$3,200,000.
Item 5.
Full Description of Material Change
5.1
Full Description of Material Change
See Schedule “A” attached hereto
5.2
Disclosure for Restructuring Transactions
Not applicable.
Item 6.
Reliance on Subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7.
Omitted Information
None.
Item 8.
Executive Officer
Contact: Stephen Hanson Title: Director, Chief Executive Officer and President Telephone: (604) 564-9045 Email: [email protected]
Item 9.
Date of report
May 19, 2021
“Schedule A”
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NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES
ACME Lithium Announces Non-Brokered Private Placement
Vancouver, British Columbia – May 19, 2021 – ACME Lithium Inc. ( CSE: ACME ) (the "Company", or “ACME”) is pleased to announce a non-brokered private placement financing of up to 8,000,000 units (the “Units”) at $0.40 CAD per Unit for aggregate gross proceeds of up to $3,200,000 CAD (the “Offering”). Each Unit will be comprised of one (1) common share and one-half of one (1/2) transferable common share purchase warrant, with each whole warrant entitling the holder to purchase one additional common share at a price of $0.60 CAD for two (2) years from closing of the Offering.
The Company may pay a cash finder’s fee of up to 7% of the gross proceeds raised under the Offering, at the discretion of the Company.
The Issuer intends to use the proceeds of the Offering to fund exploration expenditures in 2021 at its lithium projects in Nevada as well as for general working capital purposes.
The closing of the Offering and the issuance of the securities in connection therewith is conditional on the final acceptance of the CSE. All securities that are issued pursuant to the Offering will be subject to, among other things, a hold period of four months and one day in accordance with applicable Canadian securities laws.
About ACME Lithium Inc.
ACME Lithium is a junior mineral exploration company engaged in the business of acquiring, exploring and evaluating natural resource properties. The Company has an option to acquire a 100% interest in 64 claims encompassing approximately 1,280 acres, comprising the CC, CCP and SX placer lithium claims, located in Clayton Valley, Esmeralda County, Nevada. ACME also holds a 100% interest in the FLV Claims, being 81 lode mining claims totaling approximately 1620 acres in Esmeralda County, Nevada, which are prospective for lithium contained in tertiary claystones.
On behalf of the Board of Directors
Steve Hanson Chief Executive Officer, President and Director Telephone: (604) 564-9045
Neither the CSE nor its regulations service providers accept responsibility for the adequacy or accuracy of this news release. This news release may contain forward-looking information within the meaning of applicable securities laws ("forward-looking statements"). Forward-looking statements are statements that are not historical facts and in this news release include but are not limited to the attributes of the Offering, the amount to be raised thereunder, and the use of proceeds therefrom. These forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward-looking statements. There is no assurance the Offering will be completed on the terms as announced, or at all. Any forward-looking statement speaks only as of the date it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise.
THIS NEWS RELEASE SHALL NOT CONSTITUTE AN OFFER OF THE SECURITIES IN THE UNITED STATES. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “U.S. SECURITIES ACT”), OR AN EXEMPTION FROM SUCH REGISTRATION. ACME LITHIUM INC. HAS NOT REGISTERED AND WILL NOT REGISTER THE SECURITIES UNDER THE U.S. SECURITIES ACT. ACME LITHIUM INC. DOES NOT INTEND TO ENGAGE IN A PUBLIC OFFERING OF SECURITIES IN THE UNITED STATES. THIS NEWS 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.