Tocvan Ventures Corp has announced that it will shortly be closing a non-brokered private placement of up to 432,750 units at C$0.80 per unit for gross proceeds of up to C$346,200.
The company said the proceeds of the raise will go towards the advancement of the Pilar and El Picacho Au-Ag projects in Sonora, Mexico.
"Recent drill success has put us in a favourable position as we continue to expand and define the extent of the mineralized system at Pilar.", commented CEO, Brodie Sutherland in a statement. "These funds will ensure continued advancement of Pilar along with exploration at El Picacho to define drill targets."
READ: Tocvan Ventures says drilling at Pilar Gold-Silver project continues to reveal high-grade gold mineralization
At Pilar, results for four drill holes are pending. A Phase III program was initiated to define the extent of the established Main Zone, while continuing to explore several new prospective trends including 4-T. Advanced metallurgical studies are underway for bulk material across the property and will evaluate the recovery of gold and silver across mineralized oxide zones exposed at surface. At El Picacho, surface exploration mapping and sampling has been ongoing to define future trench and drill targets.
Each unit in the private placement is comprised of one common share of the company and one common share purchase warrant. Each warrant will entitle the holder to acquire one additional share in the capital of the company at a price of C$1.40 for a period of 24 months from the date the units are issued, subject to the following 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$1.65 per common share, the company may provide notice in writing to the holders of the warrants by 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 press release.
Closing of the offering is subject to several conditions, including receipt of all necessary corporate and regulatory approvals, including from the 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 US securities legislation.
The proceeds from the offering will 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 April 29, 2022, hold common shares of the company (and who continue to hold such common shares as of the closing date), under 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 under the investment dealer exemption. In accordance with the requirements of the investment dealer exemption, the company confirms that there is no material fact or material change about the company that has not been generally disclosed.
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.
Contact the author at jon.hopkins@proactiveinvestors.com