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IDM Mining Ltd. Capital/Financing Update 2018

Mar 21, 2018

46501_rns_2018-03-21_e71ae73c-30db-4e97-8b80-669cd188e9f6.pdf

Capital/Financing Update

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51-102F3 MATERIAL CHANGE REPORT

ITEM 1 NAME AND ADDRESS OF COMPANY

IDM Mining Ltd. (“ IDM ” or the “ Company ”) Suite 1800, Two Bentall Centre 555 Burrard Street Vancouver, B.C. V7X 1M9

ITEM 2 DATE OF MATERIAL CHANGE

March 21, 2018 ITEM 3 NEWS RELEASE

A news release was disseminated on March 21, 2018

ITEM 4 SUMMARY OF MATERIAL CHANGE

IDM Announces $4.35 Million Non-Brokered Private Placement

ITEM 5.1 FULL DESCRIPTION OF MATERIAL CHANGE

The Company announced a non-brokered private placement financing (the "Offering") to sell flow-through units ("Flow-Through Units") at a price of $0.09 per Flow-Through Unit and non-flow-through units ("Common Units") at a price of $0.08 per Common Unit, for aggregate gross proceeds of up to $4.35 million.

Each Common Unit will consist of one common share of the Company (a “Common Share”) and one-quarter of one non-transferable share purchase warrant, with each warrant entitling the holder thereof to acquire one Common Share at a price of $0.12 per Common Share for a period of twenty-four (24) months following the closing of the Offering.

Each Flow-Through Unit will consist of one flow-through common share of the Company (a “Flow-Through Share”) and one-quarter of one nontransferable share purchase warrant, with each warrant entitling the holder thereof to acquire one non flow-through Common Share at a price of $0.12 per Common Share for a period of twenty-four (24) months following the closing of the Offering.

The warrants issued in the Offering will not be listed for trading.

A maximum of 54,375,000 Common Units are issuable under the Offering, which assumes that the maximum gross proceeds are raised through the issuance of Common Units.

The net proceeds of the Offering will go towards permitting, community relations, First Nation engagement, engineering and development activities of the Company’s Red Mountain Gold Project (the “Project” or “Red Mountain”) located near Stewart, BC and for working capital purposes.

Closing of the Offering is subject to receipt of applicable regulatory approvals including approval of the TSX Venture Exchange. The securities issued will be subject to a standard four month hold period.

  • 2 -

This press release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any applicable securities laws of any state of the United States and may not be offered or sold in the United States, or to, or for the account or benefit of a U.S. person (as defined in Regulation S 2 under the 1933 Act) unless registered or pursuant to an available exemption from such registration requirements.

ITEM 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

Not applicable.

  • ITEM 8 EXECUTIVE OFFICER

For further information contact Robert McLeod at (604) 681-5672

ITEM 9 DATE OF REPORT

This report is dated March 21, 2018.