TORONTO, June 26, 2020 /CNW/ - Clean Air Metals Inc.
(formerly Regency Gold Corp.) ("Clean Air" or the
"Company") (TSX.V: AIR) is pleased to announce that the
shareholders of the Company approved all matters at its annual
general meeting ("AGM") held on June
25, 2020, as follows:
(i)
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setting the number of
directors at five (5);
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(ii)
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the election of
Abraham Drost, James Gallagher, Dean Chambers, MaryAnn Crichton and
Ewan Downie as directors of the Company for the ensuing
year;
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(iii)
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the approval of a new
Bylaw No.1 and repeal of all existing bylaws of the
Company;
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(iv)
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the appointment of
Manning Elliott LLP as Auditor for the Company for the ensuing
year; and
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(v)
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the approval and
confirmation of the Company's stock option plan.
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The Company is pleased to welcome Ewan
Downie to the board of directors of Clean Air (the "Board
of Directors"). Mr. Downie has been President & CEO
of Premier Gold Mines Ltd. since its inception in 2006. He has been
working in the mineral exploration and mining industry for more
than 25 years, was the founder of Premier's predecessor, Wolfden
Resources Inc., and has participated in several gold and base metal
discoveries. Awards include the 2003 recipient of the Prospectors
and Developers Association of Canada's Bill Dennis Prospector of the Year
and several Exploration and Development acknowledgements from the
Northwestern Ontario Prospectors Association.
At the post-AGM meeting of the Board of Directors: (i)
Jim Gallagher was reappointed as
Executive Chairman of the Board of Directors.; (ii) Independent
Director, Dean Chambers, was
reappointed as Chair of the Audit Committee; (iii) Independent
Director, MaryAnn Crichton, was
appointed Chair of the newly formed Sustainability Committee; and
(iv) Independent Director, Ewan
Downie, was appointed as Chair of the Compensation
Committee. The members of Clean Air's senior management team were
also reappointed in their current respective capacities.
The Company also announces that it has filed its condensed
interim consolidated financial statements for the three months
ended April 30, 2020. Full details of
the financial reports and operating results for the first quarter
ended April 30, 2020 are described in
the Company's condensed interim consolidated financial statements
with accompanying notes and related Management's Discussion and
Analysis, available on the Company's issuer profile on SEDAR at
www.sedar.com.
First Quarter Financial Highlights
In Q1/20, the Company:
- Generated gross proceeds of $15
million through the issuance of 75 million subscription
receipts at $0.20. Upon satisfaction
of certain escrow conditions, each subscription receipt was
convertible into one unit consisting of one common share and-half
common share purchase warrant, exercisable at $0.30 until February 11,
2022. As at April 30, 2020, a
total of $15 million was included in
trade and other payables representing the common shares issuable
upon conversion. Subsequent to April 30,
2020, all escrow conditions were satisfied and the
subscription receipts were converted.
- Had a $14.1 million cash balance
at April 30, 2020.
- Incurred $637,242 of operating
expenses.
- Entered into a definitive agreement with Benton Resources Inc.
("BEX") (the "Benton Transaction") whereby the Company has acquired
an option to acquire a 100% right, title and interest in the Escape
Lake property. In addition, BEX also assigned to the Company its
rights under a letter of intent previously entered into with
Panoramic Resources Inc. ("PAN") pursuant to which BEX acquired the
right to acquire 100% of PAN's subsidiary, Panoramic PGMs
(Canada) Ltd., which owns the
Thunder Bay North project. (See press release dated February 10, 2020 for full details on the Benton
Transaction.) As at April 30, 2020,
$295,429 was included in deferred
acquisition costs representing the costs incurred related to the
Benton Transaction prior to closing. Subsequent to April 30, 2020, the Benton Transaction was
completed and Panoramic PGMs (Canada) Ltd. became a wholly-owned subsidiary
of the Company.
Subsequent to April 30, 2020, the
Company completed a flow-through financing of common shares at
$0.50, generating aggregate gross
proceeds of $6.7 million enhancing
the Company's liquidity position. The proceeds of the financing
will be used to incur eligible "Canadian exploration expenditures"
that will qualify as "flow-through mining expenditures" (as such
terms are defined in the Income Tax Act (Canada)), including expansion of the drilling
program on the Escape Lake intrusion area of the Company's Thunder
Bay North project.
CEO Abraham Drost stated that "we
are very pleased to welcome Ewan
Downie as an independent Director to the Board of Directors
of Clean Air Metals Inc. Ewan is an experienced executive who has
supervised the transition of a successful junior explorer to a
successful exploration-oriented junior producer with substantial
revenues from mineral production. Ewan's appointment complements a
strong Board of Directors and senior management team of the
Company, all of whom were re-elected for the coming year."
The Company further announces the grant of 750,000 incentive
stock options to purchase common shares of the Company to certain
directors, employees and consultants, subject to TSX Venture
Exchange approval. The stock options are exercisable at
$0.32 for a period for 5 years from
the date of grant, and subject to vesting provisions. The option
shares issuable upon exercise of the options are subject to a
four-month statutory hold period from the original date of
grant.
COVID Policy
Clean Air Metals Inc. has adopted COVID-19 avoidance and
personal protection measures for its geological staff, drilling
contractor and service suppliers. Personnel are required to
maintain physical distance, self-monitor and self-isolate or elect
to work from home. Management had previously eliminated plans for a
camp setup to service a planned diamond drill campaign on the
Escape Lake Project. The Company is aware of Thunder Bay Health
Unit guidelines that provide for "mandatory" self-isolation for
returning overseas and inter-provincial travel. The guidelines
previously also "strongly recommended" self-isolation after travel
into the Northwest region from other areas of the Province. Mineral
Exploration and Development has been deemed an essential service in
the Province of Ontario
(http://www.netnewsledger.com/2020/03/23/ontario-covid-19-business-allowed-toremain-open-list-march-23-2020/).
The Company has procured the services of a locally staffed and
serviced diamond drilling contractor to complete the Phase 1 and
commence the Phase 2 diamond drilling program.
Clean Air Metals Inc. and its wholly-owned subsidiary Panoramic
PGMs (Canada) Ltd. acknowledge
that the Escape Lake Property is on the traditional territory of
the Fort William First Nation and the Red Rock First Nation,
signatories to the Robinson-Superior Treaty of 1850.
ON BEHALF OF THE BOARD OF DIRECTORS
"Abraham Drost"
Abraham Drost, Chief Executive
Officer of Clean Air Metals Inc.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Cautionary Note
The information contained herein contains "forward-looking
statements" within the meaning of applicable securities
legislation. Forward-looking statements relate to information that
is based on assumptions of management, forecasts of future results,
and estimates of amounts not yet determinable. Any statements that
express predictions, expectations, beliefs, plans, projections,
objectives, assumptions or future events or performance are not
statements of historical fact and may be "forward-looking
statements." Forward-looking statements are subject to a variety of
risks and uncertainties which could cause actual events or results
to differ from those reflected in the forward-looking statements,
including, without limitation: risks related to the TSXV listing,
risk related to the failure to obtain adequate financing on a
timely basis and on acceptable terms; risks related to the outcome
of legal proceedings; political and regulatory risks associated
with mining and exploration; risks related to the maintenance of
stock exchange listings; risks related to environmental regulation
and liability; the potential for delays in exploration or
development activities or the completion of feasibility studies;
the uncertainty of profitability; risks and uncertainties relating
to the interpretation of drill results, the geology, grade and
continuity of mineral deposits; risks related to the inherent
uncertainty of production and cost estimates and the potential for
unexpected costs and expenses; results of prefeasibility and
feasibility studies, and the possibility that future exploration,
development or mining results will not be consistent with the
Company's expectations; risks related to commodity price
fluctuations; and other risks and uncertainties related to the
Company's prospects, properties and business detailed elsewhere in
the Company's disclosure record. Should one or more of these risks
and uncertainties materialize, or should underlying assumptions
prove incorrect, actual results may vary materially from those
described in forward-looking statements. Investors are cautioned
against attributing undue certainty to forward-looking statements.
These forward-looking statements are made as of the date hereof and
the Company does not assume any obligation to update or revise them
to reflect new events or circumstances, except in accordance with
applicable securities laws. Actual events or results could differ
materially from the Company's expectations or projections.
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SOURCE Clean Air Metals Inc.