Kootenay Silver Announces Closing of $3.7 Million Private Placement
KOOTENAY SILVER ANNOUNCES CLOSING
OF $3.7 MILLION PRIVATE PLACEMENT
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWSWIRE SERVICES OR FOR
DISSEMINATION IN
THE UNITED STATES
./
VANCOUVER, BC
,
May 24, 2023
/CNW/ - Kootenay Silver Inc. ("
Kootenay
" or the "
Company
")
(TSXV: KTN) announces that it has closed its previously announced brokered private placement
offering (the "
Offering
") of units of the Company (the "
Units
") for gross proceeds of approximately
$2.1 million
with a non-brokered portion for gross proceeds of approximately
$1.6 million
, at a price
of
$0.10
per Unit (the "
Offering Price
") for aggregate gross proceeds of
$3,772,500
.
The Offering was led by Research Capital Corporation, as co-lead agent and sole bookrunner, and
together with Red Cloud Securities Inc. as co-lead agents, on behalf of a syndicate of agents,
including Canaccord Genuity Corp. (collectively, the "
Agents
").
Each Unit is comprised of one common share of the Company (a "
Common Share
") and one
Common Share purchase warrant (a "
Warrant
"). Each Warrant is exercisable to acquire one
Common Share (a "
Warrant Share
") at a price of
$0.14
per Warrant Share for a period of
36 months from the closing of the Offering.
The Company intends to use the net proceeds from the Offering for working capital requirements
and other general corporate purposes. The Offering is subject to the final acceptance of the TSX
Venture Exchange.
All securities issued in connection with the Offering are subject to a Canadian securities law resale
restriction period expiring on
September 25, 2023
. The securities described herein have not been,
and will not be, registered under the United States Securities Act of 1933, as amended (the "
U.S.
Securities Act
"), or any state securities laws, and accordingly, may not be offered or sold within
the
United States
except in compliance with the registration requirements of the U.S. Securities Act and
applicable state securities requirements or pursuant to exemptions therefrom. This press release
does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
A certain related party of the Company participated in the Offering, as set out below. The
participation in the Offering by the related party of the Company constitutes a related party
transaction pursuant to Multilateral Instrument 61-101 -
Protection of Minority Security Holders in
Special Transactions
("
MI 61-101
"). The Company is exempt from the requirements to obtain a
formal valuation and minority shareholder approval in connection with the participation of the insider
in the Offering in reliance on the exemptions contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101,
respectively. The Offering was unanimously approved by the board of directors of the Company,
with
James McDonald
declaring and abstaining from voting on the resolutions approving the Offering
with respect to his participation in the Offering.
James McDonald
, the CEO, President and a director of the Company and a related party to the
Company within the meaning of MI 61-101, subscribed for 3,000,000 Units. There has not been a
material change in the percentage of the outstanding securities of the Company that are owned by
Mr. McDonald.
In connection with the Offering, the Agents received a cash fee of
$128,340
. In addition, the
Company granted the Agents 1,283,400 non-transferable compensation warrants (the
"
Compensation Warrants
"). Each Compensation Warrant entitles the holder thereof to purchase
one Unit at an exercise price of
$0.10
per Unit for a period of 36 months following the Closing of the
Offering. In addition, the Agents received an advisory fee of
$22
,140 and 660,000 advisory broker
warrants on the same terms as the Compensation Warrants. The Company also paid aggregate
cash finders' fees of
$75
,870 to six arm's length finders and issued to Canaccord Genuity Corp. non-
transferable finder's warrants exercisable into 20,100 Units at an exercise price of
$0.10
per Unit for
a period of 36 months from the closing of the Offering.
About Kootenay Silver Inc.
Kootenay Silver Inc. is an exploration company actively engaged in the discovery and development
of mineral projects in the Sierra Madre Region of
Mexico
. Supported by one of the largest junior
portfolios of silver assets in
Mexico
, Kootenay continues to provide its shareholders with significant
leverage to silver prices. The Company remains focused on the expansion of its current silver
resources, new discoveries and the near-term economic development of its priority silver projects
located in prolific mining districts in
Sonora
, State and Chihuahua, State,
Mexico
, respectively.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of
the contents of this news release.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS:
This news release contains "forward-looking information" within the meaning of applicable Canadian
securities legislation. "Forward-looking information" includes, but is not limited to, statements with
respect to the activities, events or developments that the Company expects or anticipates will or
may occur in the future. Generally, but not always, forward-looking information and statements can
be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates", or "believes" or the negative connotation thereof or
variations 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" or the negative connotation thereof.
Such forward-looking information and statements are based on numerous assumptions, including
among others, statements regarding the use of proceeds from the Offering. Although the
assumptions made by the Company in providing forward-looking information or making forward-
looking statements are considered reasonable by management at the time, there can be no
assurance that such assumptions will prove to be accurate and actual results and future events could
differ materially from those anticipated in such statements.
Important factors that could cause actual results to differ materially from the Company's plans or
expectations include risks relating to regulatory approvals. Although the Company has attempted to
identify important factors that could cause actual results to differ materially from those contained in
the forward-looking information or implied by forward-looking information, there may be other factors
that cause results not to be as anticipated, estimated or intended. There can be no assurance that
forward-looking information and statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated, estimated or intended. Accordingly, readers
should not place undue reliance on forward-looking statements or information. These forward looking
statements are made as of the date of this press release, and, other than as required by applicable
securities laws, the Company disclaims any intent or obligation to update publicly any forward
looking statements, whether as a result of new information, future events or results or otherwise.
SOURCE
Kootenay Silver Inc.
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For further information:
James McDonald, CEO and President at 403-880-6016; or visit:
www.kootenaysilver.com
CO: Kootenay Silver Inc.
CNW 20:50e 24-MAY-23