Havilah Announces Closing of $109,725 Non-Brokered Private Placement to Management and Director
HAVILAH ANNOUNCES CLOSING OF $109,725 NON-BROKERED PRIVATE PLACEMENT TO
MANAGEMENT AND DIRECTOR
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES
TORONTO, ON, January 10, 2019 – Havilah Mining Corporation (TSXV: HMC) ("Havilah" or the
"Company") is pleased to announce that it has closed the previously announced non-brokered private
placement (the "Private Placement") for aggregate gross proceeds of $109,725. Senior management and
a director of the Company purchased 100% of the Private Placement.
The Private Placement consisted of 385,000 units of the Company ("Units"), with each Unit comprised of
one common share of the Company (" Common Share") and one -half of one Common Share purcha se
warrant (each whole Common Share purchase warrant, a "Warrant"), at a price of $0.285 per Unit. Each
Warrant entitles the holder thereof to purchase one additional Common Share at a price of $0.50 per
Common Share until September 19, 2021.
The net proceeds of the Private Placement will be used for general corporate purposes.
"I am pleased that the two newest additions to the Havilah team are investing alongside our
shareholders," commented Blair Schultz, Interim Chief Executive Officer of Havilah. "Both Scott Anderson,
our Vice President of Exploration, and Ron Clayton, a recent addition to the Company's Board of Directors,
have demonstrated their belief that Havilah is well positioned to build value and provide return on
investment for our shareholders."
Certain insiders of the Company (within the meaning of the rules and policies of the TSX Venture Exchange
("TSXV") have purchased Units under the Private Placement. The participation of the insiders in the
Private Placement con stitutes a "related party transaction " 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 is relying on exemptions from the formal valuation and minori ty security holder
approval requirements set out in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as the fair market value of the
subject matter of the Private Placement does not exceed 25% of the market capitalization of the Company
as calculated in accordance with MI 61-101.
The Common Shares and Warrants that comprise the Units (as well as any Common Shares issued upon
exercise of the Warrants) are subject to hold period of four months under applicable securities legislation
and the rules and policies of the TSXV which will expire on May 11, 2019. The Private Placement remains
subject to final acceptance of the TSXV.
The securities offered have not been registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold within the United States absent U.S. registration or an applicable
exemption from the U.S. registration requirements. This news release does not constitute an offer to sell
or the solicitation of an offer to buy any securities in the United States.
ABOUT HAVILAH
Havilah Mining Corporation is a junior gold producer that owns the True North mine and mill complex
("True North") and is currently processing historic tails. In addition to o perating True North in Bissett,
Manitoba, Havilah owns approximately 43,600 hectares of land surrounding the 40 hectare package
where True North is located. Havilah believes its Rice Lake land package is a prime exploration opportunity
for new discoveries to be processed by its centralized 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
For more information, please contact:
Shaun Heinrichs, CPA
Interim Chief Financial Officer
(604) 674-1293
www.havilahmining.com
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This news 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 t o 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, bu t not limited to, statements about the Private Placement and
use of proceeds therefrom, reliance on exemptions from the requirements of MI 61 -101 and
contemplated approvals of the TSXV, 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 inten ded. 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.
All forward -looking statements contained in this news release are given as of the date hereof. 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.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies
of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.