Vancouver, British Columbia – TheNewswire - June 12, 2024 – Rackla Metals Inc. (TSX-V: RAK) (the “Company”) is pleased to announce that it has closed the final tranche (the “Final Tranche”) of its previously announced private placement financing (the “Offering”), raising $2,906,184 with the issuance of 5,966,534 hard-dollar units (the “HD Units”) at $0.15 each and 11,830,611 flow-through units (the “FT Units”) at $0.17 each.  Combined with the proceeds from the charity flow-through tranche of the Offering which closed on May 30, 2024, the Company has raised total gross proceeds of $4,656,184, of which $3,761,204 is flow-through funds.

Each unit issued in the Final Tranche consists of one common share of the Company and one warrant which entitles the holder to purchase one additional common share of the Company at a price of $0.20 until June 11, 2025.  The common share in each FT Unit qualifies as a “flow-through share” within the meaning of subsection 66(15) of the Income Tax Act (Canada).  

The flow-through proceeds received by the Company from the Offering will be used to incur eligible “Canadian exploration expenses” that qualify as Canadian exploration expenses and “flow-through mining expenditures” for the purposes of the Income Tax Act (Canada) on or before December 31, 2025 (or such other period as may be permissible under applicable tax legislation).  

Management intends to use the net proceeds of the Offering for conducting exploration and drilling on the Company’s Tombstone Gold Belt properties within the Selwyn Basin in the coming year, and for continuing investigations of additional mineral properties for acquisition.  As well, proceeds from the sale of the HD Units may be used for general working capital and corporate purposes.

Simon Ridgway, CEO commented: “We are pleased to close this upsized financing and express our appreciation for the participation by our current shareholders and also welcome new shareholders, including new investors from Europe.  Company geologists will be mobilizing to camp June 13 and the drill will be turning the first week of July.  The Company is excited to be testing Reduced Intrusion-Related Gold System (RIRGS) mineralization at the HIT and Peak targets.”

In connection with the Offering, the Company has paid finder’s fees totalling $89,613 cash and 545,247 finder’s warrants with the same terms as the Unit warrants described above.  The securities issued in the Final Tranche are subject to a resale restriction until October 12, 2024.  The Offering remains subject to the final approval of the TSX Venture Exchange.

As one of the placees is deemed to be a “related party” to the Company, the Offering constitutes a “related party transaction” within the meaning of TSX Venture Exchange Policy 5.9 and 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.

About Rackla

Rackla Metals Inc. (TSX-V: RAK) is a Vancouver, Canada based junior gold exploration company.  The Company is targeting Reduced Intrusion-Related Gold System (RIRGS) mineralization on the southeastern part of the Tombstone Gold Belt in eastern Yukon and western Northwest Territories.  Management believes that this area, which is underexplored for RIRGS deposit types, has the potential to be the next frontier for their discovery.

ON BEHALF OF THE BOARD

Simon Ridgway,
CEO and Director

Tel: (604) 801-5432; Fax: (604) 662-8829
Email: info@goldgroup.com
Website: www.racklametals.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this press release.

Forward-Looking Information

Certain statements contained in this news release constitute forward-looking statements within the meaning of Canadian securities legislation. All statements included herein, other than statements of historical fact, are forward- looking statements and include, without limitation, statements about the Company’s proposed exploration activities and the use of the Offering proceeds. Often, but not always, these forward looking statements can be identified by the use of words such as “estimate”, “estimates”, “estimated”, “potential”, “open”, “future”, “assumed”, “projected”, “used”, “detailed”, “has been”, “gain”, “upgraded”, “offset”, “limited”, “contained”, “reflecting”, “containing”, “remaining”, “to be”, “periodically”, or statements that events, “could” or “should” occur or be achieved and similar expressions, including negative variations.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any results, performance or achievements expressed or implied by forward-looking statements. Such uncertainties and factors include, among others, changes in general economic conditions and financial markets; the Company or any joint venture partner not having the financial ability to meet its exploration and development goals; risks associated with the results of exploration and development activities, estimation of mineral resources and the geology, grade and continuity of mineral deposits; unanticipated costs and expenses; and such other risks detailed from time to time in the Company’s quarterly and annual filings with securities regulators and available under the Company’s profile on SEDAR+ at www.sedarplus.ca. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended.

Forward-looking statements contained herein are based on the assumptions, beliefs, expectations and opinions of management, including but not limited to: that the Company’s stated goals and planned exploration activities at its properties will be achieved; that there will be no material adverse change affecting the Company or its properties; and such other assumptions as set out herein. Forward-looking statements are made as of the date hereof and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by law. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, investors should not place undue reliance on forward-looking statements.