Aurwest Announces Private Placement
AURWEST RESOURCES CORPORATION
ANNOUNCES PRIVATE PLACEMENT
Vancouver, British Columbia (May 6 , 2020 ) – Aurwest Resources Corporation (“Aurwest” or the “ Company”)
(CSE: AWR) is pleased to announce a non -brokered private placement of up to 8 ,000,000 common shares (the
“Common Shares”) at a price of $0.02 per Common Share for proceeds of up to $160,000 (the “Offering”).
The Offering will include an up to 20% over -allotment option, exercisable by the Company, which if fully exercised
equates to an additional 1,600,000 Common Shares and $32,000 (“ Greenshoe”). If the Greenshoe is fully exercised, the
total proceeds of the Offering will be an aggregate of 9,600,000 Common Shares and gross proceeds of $192,000.
Price approval of $0.02 per Common Share for the Offering has been obtained from the Canadian Securities Exchange.
All funds are stated in Canadian dollars.
There is no minimum number of Common Shares or minimum aggregate proceeds required to close the Offering and
the Company may, at its discretion, elect to close the Offering in one or more closings. Management anticipates that the
Company will allocate the net proceeds of the Offering as follows:
Use of Proceeds from the Offering
Current Payables $40,000.00
Discounted Settlement of Prior Payables $26,000.00
Working Capital $63,600.00
Estimated 2020 Audit Fee $12,000.00
Offering Expenses $14,600.00
General Corporate Purposes $3,800.00
Total Use of Proceeds $160,000.00
The Company may pay a finder’s fee on the Offering. Closing of the Offering is subject to a number of conditions,
including receipt of all necessary corporate and regulatory approvals. All securities issued in connection with the
Offering will be subject to a statutory hold period of four months plus a day from the closing of the Offering in
accordance with applicable securities legislation.
A portion or all of the Offering may be completed pursuant to Multilateral CSA Notice 45-313 – Prospectus Exemption
for Distributions to Existing Security Holders (“ CSA 45 -313”) and the corresponding blanket orders and rules
implementing CSA 45 -313 in the participating jurisdictions in respect thereof (collectively with CSA 45 -313, the
“Existing Security Holder Exemption”). As at the date hereof, the Existing Security Holder Exemption is available in
each of the provinces of Canada, with the exception of Newfoundland and Labrador.
For subscribers utilizing the Existing Security Holder Exemption, the Offering is available to all sh areholders of the
Company as at May 4 , 2020 (the "Record Date") (and still are shareholders) who are eligible to participate under the
Existing Security Holder Exemption. Any person who becomes a shareholder o f the Company after t he Record Date is
not permitted to participate in the offerings using the Existing Security Holder Exemption but other exemptions may
still be available to them. Shareholders who became sha reholders after the record date should consult their professional
advisors when completing their subscription form to ensure that they use the correct exemption.
There are conditions and restrictions when relying upon the Existing Security Holder Exemption, namely, the
subscriber must: a) be a shareh older of the Company on the Record Date (and still are a shareholder), b) be purchasing
the Common Shares as a principal ( i.e. for their own account and not for any other party ), and c) may not purchase
more than $15,000 value of securities from the Compan y in any twelve month period, unless they have first received
'suitability advice' from a registered investment dealer and, in this case, subscribers will be asked to confirm the
registered investment dealer's identity and employer. In the event that aggre gate subscriptions for Common Shares
under the Offering exceed the maximum number of securities to be distributed, then Common Shares will be sold to
qualifying subscribers on a pro rata basis based on the number of Common Shares subscribed for. Insiders m ay
participate in the Offering.
In addition to the Existing Security Holder Exemption, a portion or all of the Offering may be completed pursuant to
Multilateral CSA Notice 45-318 – Prospectus Exemption for Certain Distributions through an Investment Dealer (“CSA
45-318”) and the corresponding blanket orders and rule implementing CSA 45 - 318 in the participating jurisdictions in
respect thereof (collectively with CSA 45 -318, the “Investment Dealer Exemption ”). As at the date hereof, the
Investment Dealer Exemption is available in each of Alberta, British Columbia, Saskatchewan, Manitoba and New
Brunswick. Pursuant to CSA 45 -318, each subscriber relying on the Investment Dealer Exemption must obtain advice
regarding the suitability of the investment from a registered investment dealer.
There is no material fact or material change of the Company that has not been disclosed.
In addition to conducting the Offering pursuant to the Existing Security Holder Exemption an d the Investment Dealer
Exemption, the Offering will also be conducted pursuant to other available prospectus exemptions .
The Offering remains subject to approval by the Canadian Securities Exchange.
None of the securities issued in connection with the Offering will be registered under the United States Securities Act of
1933, as amended (the “ US Securities Act”), and none of them may be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of the US Securities Act.
This news release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there by any sale of t he
securities in any state where such offer, solicitation, or sale would be unlawful.
ON BEHALF OF AURWEST RESOURCES CORPORATION
Colin Christensen
President and Chief Executive Officer
For additional information please contact:
Colin Christensen
Telephone: (403) 483-8363
Email: [email protected]
About Aurwest Resources Corporation
Aurwest is a Canadian -based junior mining/exploration company focused on the acquisition, exploration and
development of gold, silver and base metal properties i n North America. The Company currently holds a 100% interest
in the Stellar Project, located approximately 25 kilometres southwest of Houston, British Columbia. The Stellar project
covers approximately 18,491 ha bordering the eastern, western and, perhaps most importantly, the northern interpreted
extension of M3 Metals; Stars porphyry copper-gold-silver-moly discovery.
Forward-Looking Information
Statements included in this announcement, including statements concerning our plans, intentions and expectations,
which are not historical in nature are intended to be, and are hereby identified as “forward -looking statements”.
Forward looking statements may be identified by words including “anticipates”, “believes”, “intends”, “estimates”,
“expects” and similar expressions. The Company cautions readers that forward -looking statements, including without
limitation those relating to the Company’s future operations and business prospects, are subject to certain risks and
uncertainties that could cause actua l results to differ materially from those indicated in the forward -looking statements.
Readers are advised to rely on their own evaluation of such risks and uncertainties and should not place undue reliance
on forward-looking statements. Any forward -looking statements are made as of the date of this news release, and the
Company assumes no obligation to update the forward -looking statements, except in accordance with the applicable
laws.
The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of
this release.