Closing of Securities Offering
Montréal, February 5, 2021 - St-Georges Eco-Mining Corp. (CSE:SX) (CNSX:SX.CN) (OTC:SXOOF) (FSE: 85G1) is pleased to announce that it has closed a non-brokered private placement of 1,428,571 units at a price of $0.14 per Unit, for an aggregate gross proceeds of $200,000. Each Unit is comprised of one (1) common share (each, a "Share") in the capital of the Corporation and one (1) Share purchase warrant (each, a "Warrant"), entitling the holder to purchase one (1) Share at an exercise price of $0.21 per Share until the earlier of: (i) February 5, 2023; and (ii) the date specified by the Corporation that is no less than 30 days after the Corporation disseminates a news release providing notice that the trading price of the Shares on the Canadian Securities Exchange (the "CSE"), or such other exchange on which the Shares may be listed, has reached $1.21 per Share on any single day.
The Corporation will use the proceeds to complete the research on the battery recycling and metal processing process.
An insider of the Corporation subscribed for the 1,428,571 Units under the Offering, which is a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The issuances to the insider are exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in section 5.5(b) as the Corporation's shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in section 5.7(a) of MI 61-101 in that the fair market value of the consideration of the securities issued to the related party did not exceed 25% of the Corporation's market capitalization. The Corporation did not file a material change report more than 21 days before the expected closing of the Offering as the details of the Offering and the participation therein by related parties of the Corporation were not settled until shortly prior to closing, and the Corporation wished to close on an expedited basis for sound business reasons.
All securities issued pursuant to this tranche of the Offering are subject to the applicable statutory hold period ending June 6, 2021. The Offering is subject to the approval of the CSE.
ON BEHALF OF THE BOARD OF DIRECTORS
"Frank Dumas"
FRANCOIS (FRANK) DUMAS
COO
The Canadian Securities Exchange (CSE) has not reviewed and does not accept responsibility for the adequacy or the accuracy of the contents of this release.
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