Nevada Silver Corporation said it has entered into an agreement with Cormark Securities Inc, acting as agent and sole bookrunner, in connection with a reasonable 'best efforts' marketed offering to raise aggregate gross proceeds of up to $5.0 million.
The company said it intends to use the net proceeds from the offering for working capital purposes and to fund the advancement and maintenance of the company's Minnesota manganese project and Nevada silver projects.
The offering will be for a minimum of 21,212,000 common shares in the capital of the company and 21,212,000 warrants and up to 30,303,000 common shares and 30,303,000 warrants. The aggregate purchase price for one common share and one warrant shall be $0.165, being $0.15 per common share and $0.015 per warrant.
Each warrant will entitle the holder thereof to purchase one common share at a price of $0.25 per common share for a period of 24 months following the closing date. The expiry date of the warrants will accelerate in the event the volume-weighted average trading price of the common shares on the TSX Venture Exchange is equal to or exceeds $0.30 per common share for a period of 20 consecutive trading days. If such an acceleration event occurs, the warrants will expire 30 days after notice.
The offering will be conducted under the terms of an agency agreement to be entered into between the company and the agent on or prior to the closing date.
In connection with the offering, the agent will receive a cash commission equal to 7.0% of the gross proceeds of the offering on closing. In addition to the cash commission, the agent will receive on closing non-transferrable compensation options equal in number to 7.0% of the aggregate number of common shares sold under the offering, which will entitle the agent to purchase common shares at the offering price, which may be exercised at any time and from time to time for a period of two years following the closing.
All the warrants and the underlying shares will be subject to the four-month hold period set out in National Instrument 45-102 – Resale of Securities.
The offering is expected to close on or about December 21, 2022, or such other dates as the company and the agent may agree and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.
The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold within the United States or to US persons (as that term is defined in Rule 902(k) of Regulation S under the US Securities Act) unless registered under the US Securities Act and applicable state securities laws or an exemption from such registration is available.
Nevada Silver is a multi-commodity resource company with two exploration projects in the USA. Its principal asset is the Corcoran Silver-Gold Project in Nevada. In addition, the company has management and ownership rights over the Emily Manganese Project in Minnesota, which has been the subject of considerable technical studies, with US$24 million invested to date. Both Corcoran and Emily have been the subject of National Instrument 43-101 compliant mineral resource estimates.
Contact the author at jon.hopkins@proactiveinvestors.com