Edmonton, Alberta--(Newsfile Corp. - August 27, 2021) Cortus Metals Inc. (TSXV: CRTS) (OTCQB: CRTTF) (the " Company ", or " Cortus "), announces that it intends to raise aggregate gross proceeds of up to $1,000,000 through the issuance up to 6,666,666 units (each a " Unit ") at a price of $0.15 per Unit (the " Financing "). Each Unit will comprise one common share and one half of one share purchase warrant. Each whole warrant (a " Warrant ") will entitle the holder to acquire an additional common share at a price of $0.25 per share for a period of 12 months. The warrants will be subject to an accelerated expiry provision such that if the closing price of the Company's common shares is equal to or greater than $0.30 for a period of five consecutive trading days (at any time at or following the expiry of the four months resale restriction period), the Company may, by notice to the warrant holder in writing or via press release reduce the remaining exercise period applicable to the warrants to not less than 30 days from the date of such notice.
Directors and officers of the Company may acquire Units in the Financing, which participation would be considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61101"). Such participation is expected to be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.
Finder's fees may be paid to registered dealers or other qualified parties in connection with the Financing on terms to be determined. The proceeds of the Financing will be utilized for exploration expenditures on the Company's mineral properties, including land maintenance costs and general working capital. The completion of the Financing remains subject to the approval of the TSXV.
The Company reserves the right to increase the number of Units issued pursuant to the Financing to up to 10,000,000 Units for up to total gross proceeds of $1.5 million.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities 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 "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
On behalf of the Board of Directors
s/ "Sean Mager"
Sean Mager , Chief Executive Officer
Email: seanm@cortusmetals.com
Telephone: +1.780.701.3215
[www.metalsgroup.com](https://www.newsfilecorp.com/redirect/5p1gGuMM72)
Cortus Metals Inc. is part of the Metals Group of Companies, managed by an award-winning team of professionals who stand for technical excellence, painstaking project selection and uncompromising corporate governance, with a proven ability to identify and capitalize on investment opportunities and deliver shareholder returns.
Forward-Looking Information
This New s Release includes certain "forw ard-looking statements". All statements other than statements of historical fact, included in this release, including, w ithout limitation, future plans and objectives of the Company, are forw ard-looking statements that involve various risks and uncertainties. There can be no assurance that such statements w ill prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are the risks detailed herein and from time to time in the filings made by the Company w ith securities regulators including the follow ing: (i) the Company has no commercial operations and has no history of profit; (ii) investment in the common shares of the Company is highly speculative given the unknow n nature of the Company's business and its present stage of development; (iii) there is no assurance that the Company w ill find a profitable undertaking or that it can successfully conclude a purchase of such an undertaking at all or on terms w hich are commercially acceptable; (iv) the directors and officers of the Company w ill only devote a portion of their time to the business and affairs of the Company and some of them are or w ill be engaged in other projects or businesses such that conflicts of interest may arise from time to time; and (v) there can be no assurance that an active and liquid market for the Company's common shares w ill develop and an investor may find it difficult to resell its common shares. This list is not exhaustive of the factors that may affect any of the Company's forw ard-looking statements. These and other factors should be considered carefully and readers should not place undue reliance on the Company's forw ard-looking statements. Although the Company believes that the assumptions and factors used in preparing the forw ard-looking information in this new s release are reasonable, undue reliance should not be placed on such information, w hich only applies as of the date of this new s release, and no assurance can be given that such events w ill occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forw ard-looking information, w hether as a result of new information, future events or otherw ise, other than as required by law .
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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