Not for Distribution to U.S. Newswire Services or for Dissemination in the United States
MIRAMICHI, NB / ACCESS Newswire / June 12, 2025 / SLAM Exploration Ltd. (TSXV:SXL) ("SLAM" or the "Company") announces closing of its non-brokered flow-through private placement announced May 21, 2025 and May 26, 2025. In connection with the private placement, the Company has issued 10,000,000 Flow Through Units ("FT Units") at a price of $0.035 per FT Unit for gross proceeds of $350,000 (the "Offering"). Each FT Unit will be comprised of one common share of the Company issued on a "flow-through" basis (the "FT Shares") and one-half common share purchase warrant (with two such half common share purchase warrants being each a "Warrant") issued on a "non-flow-through" basis. Each Warrant will entitle the holder thereof to acquire one non-flow-through common share at a price of $0.05 for a period of 24 months from the date of closing.
The FT Units are subject to a four-month and one day hold period that expires on October 13, 2025.
The net proceeds of the Offering will be used for the exploration and advancement of the Company's projects in New Brunswick. The gross proceeds of the FT Shares sold under the Offering will be used for Canadian Exploration Expenses (within the meaning of the Income Tax Act (Canada)) which qualify as a "flow-through mining expenditure" for purposes of the Income Tax Act (Canada) related to the exploration program of the Company to be conducted on the Company's properties located in the Province of New Brunswick.
Insider Participation: Four Company insiders participated in the Private Placement and subscribed for a total of 3,792,858 FT Units. The participation by such insiders 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 Company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the placement as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involved the related parties, exceeded 25% of the Company's market capitalization (as determined under MI 61-101).
This news release does not constitute an offer to sell or a solicitation of an offer to sell 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 U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Director's Resignation for Johannes van der Linde and Appointment of Jacques Turcotte as a Director
On June 12, 2025, the Company announced that Mr. Johannes van der Linde has resigned from its Board of Directors (the "Board"), effective immediately. Concurrently, the Company has appointed Mr. Jacques Turcotte to the Board.
On June 12, 2025, the board of directors of the Company (the "Board") has appointed Mr. Jacques Turcotte as a director of the Company to replace Mr. Johannes van der Linde.
Mr. Jacques Turcotte is a highly accomplished professional with a diverse background. He studied civil engineering at the University of Sherbrooke, IT management at UQAM, and financial planning at UQTR.
Over his 35-year career, Mr. Turcotte has gained extensive experience in business and real estate management, construction (residential, commercial, and multi-unit), and housing project development. His work has contributed to several major projects in Mauricie.
In addition to his real estate expertise, Mr. Turcotte has over 15 years of experience as an investor and business development advisor for Canadian mining exploration companies. Despite being offered various opportunities to join boards of directors, Mr. Turcotte has joined the board of SLAM Exploration Ltd., marking his first involvement with a publicly traded company. He expressed great enthusiasm for the Company, citing its promising projects as a key reason for his significant investment in SLAM Exploration.
Appointment of Jimmy Gravel as Vice-President of the Company
On June 12, 2025, Mr. Jimmy Gravel, a director of the Company, has agreed to act as Vice-President where he will also serve as Chair of the Audit Committee.
Slam President Mike Taylor commented: "I am thrilled to welcome Jacques Turcotte as a director and very pleased to announce the appointment of Jimmy Gravel as Vice President. These additions to the Slam team put us in position to maximize the value of our outstanding projects and advance to the next level. Welcome aboard Jacques and Jimmy! I would also like to thank Johannes van der Linde for his service as a director of Slam these past several years".
About SLAM Exploration Ltd: SLAM Exploration Ltd. is a public resource company with a 40,000-hectare portfolio of mineral claim holdings in the mineral-rich province of New Brunswick. The 2025 exploration campaign is in progress on Slam's contiguous Jake Lee, Roger Lake and Love Lake projects. As reported May 20, 2025, the Company has made a new gold discovery with grab samples grading 18.50 to 75.90 g/t gold.
Slam drilled 2 holes and cut multiple gold-bearing veins were on its wholly owned Menneval gold project in 2024. The Company previously reported gold bearing core intervals including 162.5 g/t gold over 0.2 m and 56.90 g/t gold over 0.5 m in news releases on December 13, 2021 and November 22, 2022.
The Company reported significant copper, nickel and cobalt intercepts from 15 diamond drill holes in 2024 on the Goodwin copper nickel cobalt project in the Bathurst Mining Camp ("BMC") of New Brunswick. These include a 64.90 meter core interval grading 2.19% copper equivalent including 3.84% copper equivalent on a 31.2 meter core interval, only 24 meter from surface, reported in a news release August 7, 2024. The Company expects to resume exploration activities at Goodwin in the near future.
The Company is a project generator and expects to receive significant cash and share payments in 2025. Slam received $9,000 cash and 1,200,000 shares from Nine Mile Metals Inc. (NINE) on February 28th, 2025 pursuant to the Wedge project agreement. On March 29, 2025, the Company received a cash payment of $60,000 as well as 171,429 shares of a private company pursuant to the Ramsay gold agreement. The Company holds NSR royalties and expects additional cash and share payments on the Wedge copper zinc project and on the Ramsay gold project.
To view SLAM's corporate presentation, click SXL-Presentation. Additional information is available on SLAM's website and on SEDAR+ at www.sedarplus.ca. Follow us on X @SLAMGold.
CONTACT INFORMATION:
Mike Taylor, President & CEO
Contact: 506-623-8960 mike@slamexploration.com
Eugene Beukman, CFO
Contact: 604-687-2038 ebeukman@pendergroup.ca
SEDAR+: 00012459
Forward-Looking Statements
This news release contains certain statements that may be deemed "forward-looking" statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements.
Forward-looking statements in this news release include, but are not limited to, statements with respect to the expectations of management regarding the proposed Offering, the use of proceeds of the Offering, closing conditions for the Offering, the tax treatment of the FT Units and the timing to renounce all Canadian Exploration Expenses and TSX Venture Exchange acceptance of the Offering. There can be no assurance that such statements will 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 include: the Company not being able to complete the Offering on terms favourable to the Company or at all; that the TSX Venture Exchange may not accept the Offering; that the proceeds of the Offering may not be used as stated in this news release; the availability of capital and financing on acceptable terms, general economic, market or business conditions, uninsured risks ,regulatory changes, delays or inability to receive required approvals, and other risks detailed herein and from time to time in the filings made by the Company with securities regulators, including those described in the Company's most recently filed Management's Discussion and Analysis.
Forward-looking statements are based on the beliefs, estimates and opinions of the management of the Company on the date the statements are made. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation.
SOURCE: SLAM Exploration Ltd.
View the original press release on ACCESS Newswire:
https://www.accessnewswire.com/newsroom/en/metals-and-mining/slam-raises-350-000-in-flow-through-private-placement-resignation-of-a-director-a-1039134
