Tocvan Ventures Corp. (CSE:TOC) has said it will shortly be closing a non-brokered private placement of up to 625,000 units at C$0.52 each for gross proceeds of up to C$325,000.
Tocvan said it has received interest from new strategic investors interested in the potential of the company’s gold-silver projects in Sonora, Mexico. The company looks to align with long-term shareholders able to support the future development of the advanced Pilar project and advance drill targeting at El Picacho, where recent drill results successfully defined near-surface gold mineralization.
The proceeds of the raise will go towards the advancement of the Pilar and El Picacho Au-Ag projects in Sonora, Mexico. With a primary focus on accelerating a bulk sample and metallurgical test work at Pilar that will advance the project towards permitting for mine development. Further drill planning will also be conducted following up on target areas at Pilar and the recent drill success at El Picacho.
READ: Tocvan Ventures prepares for bulk sample at Pilar gold-silver project
Each unit in the placement is comprised of one common share of the company and one-half common share purchase warrant. Each whole warrant will entitle the holder to acquire one additional share in the capital of the company at a price of C$0.62 for a period of 18 months from the date the units are issued, subject to an accelerated expiry provision.
If, on any 10 consecutive trading days occurring after four months and one day has elapsed following the closing date of the offering, the closing sales price of the shares (or the closing bid, if no sales were reported on a trading day) as quoted on the Canadian Securities Exchange is greater than C$0.90 per common share, the company may provide notice in writing to the holders of the warrants by the issuance of a press release that the expiry date of the warrants will be accelerated to the 30th day after the date on which the company issues such a press release.
Closing of the offering is subject to several conditions, including receipt of all necessary corporate and regulatory approvals, including the Exchange (CSE). All securities issued in connection with the offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation in Canada as well as the required legend under applicable U.S. securities legislation.
The proceeds from the offering will also be used for general working capital. The company may pay finders' fees and finder warrants to eligible finders.
The offering is also made available to existing shareholders of the company who, as of the close of business on January 27, 2023, hold common shares of the company (and who continue to hold such common shares as of the closing date), pursuant to the prospectus exemption set out in Alberta Securities Commission Rule 45-513 — Prospectus Exemption for Distribution to Existing Security Holders and in similar instruments in other jurisdictions in Canada.
The existing shareholder exemption limits a shareholder to a maximum investment of $15,000 in a 12-month period unless the shareholder has obtained advice regarding the suitability of the investment and, if the shareholder is resident in a jurisdiction of Canada, that advice has been obtained from a person that is registered as an investment dealer in the jurisdiction.
If the company receives subscriptions from investors relying on the existing shareholder exemption exceeding the maximum amount of the financing, the company intends to adjust the subscriptions received on a pro-rata basis.
The company has also made the offering available to certain subscribers pursuant to the investment dealer exemption.
Any participation by insiders of the company in the offering will be on the same terms as arm's-length investors. Depending on market conditions, the gross proceeds of the offering could be increased or decreased.
Tocvan is a well-structured exploration development company. It was created in order to take advantage of the prolonged downturn the junior mining exploration sector, by identifying and negotiating interest in opportunities where management feels they can build upon previous success.
The company is earning 100% into two exciting opportunities in Sonora, Mexico: the Pilar Gold-Silver project and the El Picacho Gold-Silver project.
Contact the author at jon.hopkins@proactiveinvestors.com