Quartz To Raise $3.26 Million Including New Key Investor

VANCOUVER, BC / ACCESSWIRE / May 6, 2024 / Quartz Mountain Resources Ltd. (TSXV:QZM)(OTC Pink:QZMRF) ("Quartz" or the "Company") announces that it proposes to raise aggregate proceeds of $3.255 million in new common share equity through the issuance of 9,300,000 treasury common shares at $0.35 each. A key new investor, The Sutton Group Inc. has committed to subscribe for 6,000,000 of the shares and will become an insider of Quartz.

Of the 9,300,000 shares, 3,300,000 will be flow-through shares ("FT Shares") to be issued to Robert Dickinson, Chairman and the balance of the common shares to one or more arms-length investors. FT Shares are identical to common shares except for certain tax incentives available to Canadian taxpayers who purchase them provided the proceeds are used to explore Canadian mineral projects.

The securities will be offered exempt from prospectus and registration requirements on a private placement basis. They will not be offered in, nor registered in, the United States ("U.S."), nor offered to any U.S. Person. All of these securities will be subject to a four-month hold period in Canada. No commissions are expected to be paid by Quartz in connection with this financing.

The Company intends to use the net proceeds of the FT Shares exclusively for exploration of Quartz's portfolio of British Columbia copper-gold-silver projects, while the proceeds of the non-FT Shares will be used for general working capital.

The Company currently has 48,818,030 shares issued and will have 58,118,030 shares issued on completion upon the issuance of the 9,300,000 shares. The placement to Mr. Dickinson 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 issuance to this related party is exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in Section 5.5(b), as the Company's shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101, in that the fair market value of the consideration of the securities issued to the related party do not exceed 25% of the Company's market capitalization.