CARLYLE COMMODITIES CORP. (CSE:CCC, FSE:BJ4, OTC:CCCFF) (“Carlyle” or the “Company”) is pleased to announce that, further to its news release dated December 1, 2023, it has closed its non-brokered private placement of flow-through-units of the Company (the “Offering”) consisting of 4,501,762 units (each, a “Unit”) of the Company at a price of $0.17 per Unit for gross aggregate proceeds of $765,299.
Each Unit consists of one common share in the capital of the Company issued on a “flow-through” basis (each, a “Flow-Through Share”) pursuant to the Income Tax Act (Canada) (the “Tax Act”) and one-half of one share purchase warrant (each, a “Warrant”), with each full Warrant entitling the holder thereof to purchase one non-flow-through common share in the capital of the Company (each, a “Warrant Share”) at a price of $0.30 per Warrant Share for a period of twenty-four months following the date of issuance (the “Date of Issue”).
The aggregate proceeds of the Offering are anticipated to be used for exploration expenditures at the Company’s Flagship Newton Project in British Columbia.
Finders’ fees of $57,864.98 and 324,941 finder’s warrants (each, a “Finder’s Warrant”) were paid in connection with Offering in accordance with the policies of the CSE and applicable securities laws. Each Finder’s Warrant entitles the holder thereof to purchase one Share (each, a “Finder’s Warrant Share”) at an exercise price of $0.17 per Finder’s Warrant Share for a period of twenty-four months following the Date of Issue.
All securities issued in connection with the Offering are subject to a statutory hold period expiring four months and one day after the Date of Issue, as set out in National Instrument 45‐102 – Resale of Securities. None of the securities sold in connection with the Offering will be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. 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 jurisdiction in which such offer, solicitation or sale would be unlawful.