Apex Critical Metals Corp. Announces Private Placement of Flow-Through Units to Raise Gross Proceeds of Up to $1,000,000

VANCOUVER, BC / ACCESSWIRE / July 5, 2024 / Apex Critical Metals Corp. (CSE: APXC)(OTCQB: APXCF) (“Apex” or the “Company”) is pleased to announce its intention to complete a non-brokered private placement of up to 1,538,461 flow-through units (each, a “Flow-Through Unit”) at a price of $0.65 per Flow-Through Unit for aggregate gross proceeds of up to $1,000,000 (the “Offering”). Each Flow-Through Unit will consist of one common share in the capital of the Company to be issued as a “flow-through share” within the meaning of the Income Tax Act (Canada) (each, a “Flow-Through Share”) and one common share purchase warrant (each whole warrant, a “Flow-Through Warrant”) issued on a non-flow-through basis. Each Warrant will entitle the holder thereof to receive one non-flow-through common share in the capital of the Company (each, a “Warrant Share”) at a price of $1.00 per Warrant Share at any time prior to the date falling two (2) years after the date of issuance.

All securities issued pursuant to the Offering will be issued pursuant to one or more prospectus exemptions available to the Company and will be subject to a hold period of four months and one day from the date of issuance, as required by applicable securities laws. The Offering is expected to close on or about August 9, 2024 or such earlier or later date as the Company may determine. Closing of the Offering will be subject to customary closing conditions, including applicable CSE approval.

The gross proceeds from the sale of the FT Units will be used by the Company to incur eligible “Canadian exploration expenditures” that will qualify as “flow-through mining expenditures” within the meaning of the Income Tax Act (Canada) (the “Eligible Expenditures”) relating to the Company’s Cap Property located in British Columbia, Canada, on or before December 31, 2024. All Eligible Expenditures will be forfeited to the Subscribers as of December 31, 2024.

None of the securities sold in the Offering will be registered under the United States Securities Act of 1933, as amended, and none of these securities may be offered or sold in the United States absent registration or an applicable exemption from the 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 securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

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The Company may pay finder’s fees in connection with the Offering, in accordance with the policies of the Canadian Securities Exchange.

About Apex Critical Metals Corp.

Apex Critical Metals Corp. is a Canadian exploration company focused on the acquisition and development of high-potential rare earth (REE) and niobium properties. Apex Critical Metals is listed on the Toronto Stock Exchange and its common shares currently trade under the symbol “APXC”.

On behalf of the Board of Directors
APEX CRITICAL METALS CORP.,

Sean Charland

General manager
Tel.: 604.681.1568
Email: [email protected]

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

DISCLAIMER REGARDING FORWARD-LOOKING INFORMATION:

This press release may contain “forward-looking statements” within the meaning of applicable Canadian securities laws. Forward-looking statements include statements that are not purely historical, including statements regarding beliefs, plans, expectations or intentions regarding the future. Forward-looking statements contained in this press release include statements regarding the Offering, including the closing date of the Offering, the potential participation of insiders in the Offering and the intended use of proceeds from the Offering. Forward-looking statements are subject to various known and unknown risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements, including risks related to factors beyond the Company’s control, including, but not limited to, the receipt of regulatory approval for the Offering, if required. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company 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 required by law.

SOURCE: Apex Critical Metals Corp.

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