CALGARY, ALBERTA – April 17, 2019 – Titanium Corporation Inc. (the "Company" or "Titanium") (TSX-V: TIC) announced that it intends to conduct a non-brokered private placement for not less than 4,300,000, and not more than 7,200,000, units of the Company ("Units" and each a "Unit") at a price of $0.70 per Unit. The minimum gross proceeds to be raised from the offering is $3,010,000 and the maximum gross proceeds to be raised is $5,040,000. Each Unit will consist of one common share of the Company ("Common Share") and one-half of one Common Share purchase warrant of the Company ("Warrant"), each whole Warrant entitling the holder to purchase one Common Share at an exercise price of $1.40 per Common Share for a period of three years following the issue date.
Closing of the offering is expected to occur on or about May 9, 2019. The Company may pay cash selling commissions of up to six percent (6%) of the purchase price for the Units to certain third parties in connection with the offering, subject to the approval of the TSX Venture Exchange. In accordance with applicable securities laws, all Units issued under the offering will be subject to a hold period expiring four months and a day following the date of issue of the Units.
Certain directors and officers of the Company have advised that they expect to subscribe for not less than 1,500,000 Units for gross proceeds of $1,050,000. Insider participation in the offering will be "related party transactions" within the meaning of Multilateral Instrument 61-101 ("MI 61-101"). The Company expects to rely on certain exemptions from the requirement under MI 61-101 to obtain minority shareholder approval for the insider portions of the offering. If the offering is over-subscribed, the participating directors and officers have advised the Company that they are prepared to reduce their respective participations in the offering to accommodate other investors.
The proceeds of the offering will be used to fund the Company's ongoing efforts to commercialize its Creating Value from Waste™ (CVW™) technology and for general working capital purposes. The Company expects that it will have sufficient funds to satisfy all of its anticipated expenses over the next 18 months assuming it raises the minimum portion of the offering with additional proceeds being used to accelerate its commercialization efforts with Canadian Natural Resources Limited as described in its press release dated March 21, 2019.
Completion of the offering is subject to raising the minimum gross proceeds of $3,010,000 and the approval of the TSX Venture Exchange.
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.
About Titanium Corporation Inc.
Titanium's CVW™ technology provides sustainable solutions to reduce the environmental footprint of the oil sands industry. Our technology reduces the environmental impact of oil sands froth treatment tailings while economically recovering valuable products that would otherwise be lost. CVW™ recovers bitumen, solvents, heavy minerals and water from tailings, preventing these commodities from entering tailings ponds and the atmosphere: volatile organic compound and greenhouse gas emissions are materially reduced; hot tailings water is improved in quality for recycling; and residual tailings can be thickened more readily. A new minerals industry will be created commencing with the production and export of zircon, an essential ingredient in ceramics. The Company's shares trade on the TSX-V under the symbol "TIC". For more information please visit the Company's website at www.titaniumcorporation.com.
Disclosure regarding forward-looking information
This news release contains forward-looking statements and information within the meaning of applicable Canadian securities laws (collectively, "forward-looking information") that reflect the current expectations of management about the future results, performance, achievements, prospects or opportunities for Titanium, including statements relating to the details of the private placement offering, the level of insider participation in the private placement offering, the anticipated closing date of the private placement offering, and the use of proceeds from the offering. These statements generally can be identified by use of forward-looking words such as "may", "will", "expect", "estimate", "anticipate", "believe", "project", "should" or "continue" or the negative thereof or similar variations.
Forward-looking information is presented in this news release for the purpose of assisting investors and others in understanding certain key elements of our plans, as well as our objectives, strategic priorities and business outlook, and in obtaining a better understanding of our anticipated operating environment. Readers are cautioned that such information may not be appropriate for other purposes.
Forward-looking information, by its very nature, is subject to inherent risks and uncertainties and is based on many assumptions, both general and specific, which give rise to the possibility that actual results or events could differ materially from our expectations expressed in or implied by such forward-looking information and that our business outlook, objectives, plans and strategic priorities may not be achieved. In addition to other factors and assumptions which may be identified in this news release, assumptions have been made regarding, among other things: the completion of the offering and the timing thereof; insider participation in the offering; and the fees payable by the Company in connection with the offering. As a result, we cannot guarantee that any forward-looking information will materialize and we caution you against relying on any of this forward-looking information. Accordingly, readers should not place undue reliance on forward-looking information.
Additional information on these and other factors are disclosed in our reports filed with the securities regulatory authorities in Canada from time to time and available on SEDAR (sedar.com).
The forward-looking information contained in this news release describes our expectations as of April 17, 2019 and, accordingly, are subject to change after such date. Except as may be required by Canadian securities laws, we do not undertake any obligation to update or revise any forward-looking information contained in this news release, whether as a result of new information, future events or otherwise.
Neither the 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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