Company, with each Unit comprised of one common share of the Company ("Common Share") and one-half of one Common Share
Havilah Mining Corporation Announces
Non-Brokered Financing
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRES OR
DISSEMINATION IN THE UNITED STATES/
TORONTO, Aug. 7, 2018 /CNW/ - Havilah Mining Corporation
(TSXV: HMC) ("Havilah" or the "Company") is pleased to announce a
non-brokered private placement offering (the "Offering") to raise up to
approximately $1,000,000 from the Company's senior management,
partners and members of the board of directors (the "Board"). The
Offering will consist of: (i) up to 655,000 units ("Units") of the
Company, with each Unit comprised of one common share of the
Company ("Common Share") and one-half of one Common Share
purchase warrant (each whole Common Share purchase warrant, a
"Warrant"), at a price of $0.36 per Unit, and (ii) up to 1,725,000 units
("FT Units") of the Company, with each FT Unit comprised of one
Common Share issued on a flow-through basis (within the meaning of
the Income Tax Act (Canada), as amended), and one-half of one
Warrant, at a price of $0.42 per FT Unit. Each Warrant will entitle the
holder thereof to purchase one additional Common Share at a price of
$0.50 per Common Share for a period of 36 months following the
closing of the Offering. The price was determined with reference to the
volume weighted average ("VWAP") of the Company's shares on the
TSX Venture Exchange ("TSXV") for the five trading days ending
August 3, 2018rd where 7,377,138 shares, over 25% of the shares
outstanding, traded with a VWAP of $0.36.
Havilah Mining Corporation (CNW Group/Havilah Mining Corporation)
The proceeds of the Offering will be used to fund exploration activities
at the Company's Canadian mineral projects in Manitoba and Ontario.
"We are pleased to begin the capital-raising process for Havilah
following its recent spin-out and new listing on the TSXV," said Blair
Schultz, Interim Chief Executive Officer of Havilah. "This financing will
support our exploration efforts at our flagship True North property and
adjacent assets, allowing us to begin executing on our long-term
strategy. It's a big step toward aligning the Board and management
with shareholders as we begin this new venture as significant
shareholders."
Certain insiders of the Company (within the meaning of the rules and
policies of the TSXV) are expected to participate and purchase Units
and/or FT Units under the Offering. The Offering will therefore
constitute a "related-party transaction" to the extent of such insiders'
participation within the meaning of TSXV Policy 5.9 and Multilateral
Instrument 61-101 – Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). The Company intends to rely on
exemptions from the formal valuation and minority security holder
approval requirements of the related-party rules set out in sections
5.5(a) and 5.7(a) of MI 61-101 as the fair market value of the subject
matter of the Offering does not exceed 25% of the market
capitalization of the Company. The Company did not file, and does not
anticipate filing, a material change report more than 21 days before
the closing of the Offering, since the closing date for the Offering has
not been finally determined and the Company wishes to complete the
Offering on an expedited basis for commercial reasons.
The Common Shares and Warrants that comprise the Units and FT
Units (as well as any Common Shares issued upon exercise of the
Warrants) will be subject to hold period of four months from and after
the closing of the Offering under applicable securities legislation and
the rules and policies of the TSXV. The Offering remains subject to
final acceptance by the TSXV.
Operations Update
Since the spin out from Klondex Mines Ltd., Havilah mining operations
are continuing to focus on re-processing historic tails with a reserve
grade of 0.75 grams per tonne. Subject to weather conditions, we
expect that the cash flow from the milling facility will continue to fund
overhead as well as ongoing care and maintenance of the True North
mine.
During this time, the Geology team will focus their efforts on re-logging
all available core from the Ogama-Rockland project acquired with the
Bison Gold transaction in the summer of 2017. The Company is also
obtaining all necessary permits to commence drilling and we intend to
start with five structural interpretation drill holes while continuing to
refine, enhance and support the new geological model. These results
should lay the foundation to a much larger program and a new
updated National Instrument 43-101 ("NI 43-101") mineral resource
estimate.
The Company will also focus efforts on new near mine targets within
the underground workings of the True North mine and on highly
prospective targets in the extensive Rice Lake land package.
Corporate Update
The Board of Directors has commenced a search for key management
personnel. They are currently in discussions with several parties for
various executive positions. The Company anticipates the process to
be completed in the coming months.
ABOUT HAVILAH
Havilah Mining Corporation is a junior gold producer that owns the
True North mine and mill complex ("True North") currently processing
historic tails. In addition to operating True North in Bissett, Manitoba,
Havilah owns approximately 43,600 hectares of land surrounding the
40 hectare package that True North is located. Havilah believes their
Rice Lake land package is a prime exploration opportunity to create a
mining district with a central milling facility. Also, the company owns
the Tully project in Timmins, Ontario. The Company intends to focus
on both organic growth opportunities and accretive acquisition
opportunities in North America.
ON BEHALF OF THE BOARD OF DIRECTORS
Blair Schultz
Chairman and Interim President and Chief Executive Officer
Neither the TSXV nor its Regulatory Services Provider (as that term is
defined in the policies of the TSXV) accepts responsibility for the
adequacy or accuracy of this news release.
Brian Morris (AIPG CPG-11786), a director of the Company and a
"qualified person" as such term is defined in NI 43-101, has reviewed
and approved the technical contents of this press release.
CAUTIONARY STATEMENT REGARDING FORWARD LOOKING
INFORMATION
This press release may contain forward-looking statements. Often, but
not always, forward-looking statements can be identified by the use of
words such as "plans", "expects" or "does not expect", "is expected",
"budget", "scheduled", "estimates", "forecasts", "intends", "anticipates"
or "does not anticipate", or "believes", or describes a "goal", or
variation of such words and phrases or state that certain actions,
events or results "may", "could", "would", "might" or "will" be taken,
occur or be achieved. This press release may contain forward-looking
statements. Often, but not always, forward-looking statements can be
identified by the use of words such as "plans", "expects", or "does not
expect", "is expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "does not anticipate", or "believes", or
describes a "goal", or variation of such words and phrases or state
that certain actions, events or results "may", "could", "would", "might"
or "will" be taken, occur or be achieved.
All forward-looking statements reflect the Company's beliefs and
assumptions based on information available at the time the
statements were made. Actual results or events may differ from those
predicted in these forward-looking statements. All of the Company's
forward-looking statements are qualified by the assumptions that are
stated or inherent in such forward-looking statements, including the
assumptions listed below. Although the Company believes that these
assumptions are reasonable, this list is not exhaustive of factors that
may affect any of the forward-looking statements.
Forward-looking statements involve known and unknown risks, future
events, conditions, uncertainties and other factors which may cause
the actual results, performance or achievements to be materially
different from any future results, prediction, projection, forecast,
performance or achievements expressed or implied by the forward-
looking statements. All statements that address expectations or
projections about the future, including but not limited to, statements
about the proposed Offering and use of proceeds therefrom, reliance
on exemptions from requirements of MI 61-101 and contemplated
approvals of the TSXV, operational plans, including re-logging all
available core from the Algoma Rockland project and commencement
of drilling, and cash flow expectations from the True North mill are
forward-looking statements. Although Havilah 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 not to be as anticipated, estimated or intended. 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, readers
should not place undue reliance on forward-looking statements.
The Company disclaims any intention or obligation to update or revise
any forward-looking statements whether as a result of new
information, future events, or otherwise, except in accordance with
applicable securities laws.
SOURCE Havilah Mining Corporation
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For further information: please contact: Shaun Heinrichs, CPA,
Interim Chief Financial Officer, [email protected]
CO: Havilah Mining Corporation
CNW 17:00e 07-AUG-18