Nevada KING Announces Terms of Fully Subscribed $6,795,000 Financing with Lead Order from Collin Kettell /This Press Release is Not Intended FOR Release OR Dissemination IN the
NEVADA KING ANNOUNCES TERMS OF
FULLY SUBSCRIBED $6,795,000 FINANCING
WITH LEAD ORDER FROM COLLIN KETTELL
/THIS PRESS RELEASE IS NOT INTENDED FOR RELEASE OR DISSEMINATION IN
THE
UNITED STATES
/
VANCOUVER, BC
,
April 5, 2022
/CNW/ -
Nevada King Gold Corp.
(TSXV: NKG) (OTCQX:
NKGFF) ("
Nevada King
" or the "
Company
") is pleased to announce that it is proceeding with a non-
brokered private placement financing (the "
Private Placement
") through the issuance of 15,100,000
common shares (the "
Shares
") of the Company at a price of
$0.45
per Share for aggregate gross
proceeds of
$6,795,000
. The Private Placement is fully allocated and is expected to close on or
about
April 18, 2022
.
Highlights
Company Founder & Chief Executive Officer
Collin Kettell
is subscribing for
$2,250,000
of the
Private Placement.
Exploration Manager
Cal Herron
is subscribing for
$300,000
of the Private Placement. Other
members of management and of the board of directors are subscribing for an additional
aggregate
$325,000
of the financing.
Crescat Capital through its Crescat Global Macro Fund and Crescat Precious Metals Fund is
subscribing for
$300,000
of the Private Placement to add to its existing holdings.
Upon completion of the Private Placement,
Nevada King
will have working capital in excess of
$19-million
to support drilling at three of its gold projects along the Battle Mountain Trend,
Nevada.
Collin Kettell
, Chief Executive Officer of
Nevada King
, stated: "We are pleased to announce this fully
subscribed financing which is priced at market and without a warrant. Participation by insiders
represents over half of the financing, while the remaining portion is primarily being subscribed for by
some of our most significant shareholders. These funds will allow us to more aggressively drill at our
Atlanta
, Lewis, and Iron Point projects, and also support further growth of our extensive and
strategic landholdings along the Battle Mountain Trend. Activity amongst the majors has accelerated
considerably in the past eighteen months in
Nevada
and we believe that this trend will continue to
build as this gold bull market gains steam."
Details Regarding the Financing
Closing of the Private Placement is subject to customary conditions, including, but not limited to, the
receipt of all necessary approvals, inclusive of the approval of the TSX Venture Exchange.
The Shares issued pursuant to the Private Placement will be subject to a statutory hold period
expiring four months and one day from from the date of issuance of such securities. The proceeds of
the Private Placement will be used to advance
Nevada King's
development and exploration stage
assets and for other general corporate purposes.
The majority of the Private Placement is expected to be raised from existing shareholders and
current directors, executive officers, business associates and employees, some of whom are
insiders of the Company. Any participation by insiders in the Private Placement would constitute a
"related party transaction" as defined under Multilateral Instrument 61-101 Protection of Minority
Security Holders in Special Transactions ("
MI 61-101
"). However, the Company expects that the
Private Placement will be exempt from the formal valuation and minority shareholder approval
requirements of MI 61-101 as neither the fair market value of the Shares subscribed for by the
insiders, nor the consideration for the Shares paid by such insiders, will exceed 25% of the
Company's market capitalization. A material change report in connection with the Private Placement
is expected to be filed less than 21 days before the closing of the Private Placement. This shorter
period is reasonable and necessary in the circumstance as the Company wishes to complete the
Private Placement in a timely manner.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended,
and may not be offered or sold in
the United States
absent registration or an applicable exemption
from the registration requirements. This news release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such
offer, solicitation or sale would be unlawful.
About Nevada King Gold Corp.
Nevada King
is the third largest mineral claim holder in the
State of Nevada
, behind
Nevada Gold
Mines
(Barrick/Newmont) and
Kinross Gold
. Starting in 2016 the Company staked large project
areas hosting significant historical exploration work along the
Battle Mountain
trend located close to
current or former producing gold mines. These project areas were initially targeted based on their
potential for hosting multi-million ounce gold deposits and were subsequently staked following a
detailed geological evaluation. District-scale projects in
Nevada King's
portfolio include (1) the 100%
owned Atlanta Mine, located 100km southeast of
Ely
, (2) the Lewis and Horse Mountain-Mill Creek
projects, both located between
Nevada Gold Mines'
large
Phoenix
and Pipeline mines, and (3) the
Iron Point project, located 35km east of
Winnemucca, Nevada
. The Atlanta Mine is a historical gold-
silver producer with a National InstrumentI 43-101 ("
NI 43-101
") compliant pit-constrained resource
of 460,000 oz Au in the measured and indicated category (
11.0M
tonnes at 1.3 g/t) plus an inferred
resource of 142,000 oz Au (
5.3M
tonnes at 0.83 g/t). See the NI 43-101 Technical Report on
Resources titled "Atlanta Property,
Lincoln County, NV
" with an effective date of
October 6, 2020
,
and a report date of
December 22, 2020
, as prepared by Gustavson Associates and filed under the
Company's profile on SEDAR (
www.sedar.com
). The scientific and technical information in this news
release has been reviewed and approved by
Calvin R. Herron
, P.Geo., who is a Qualified Person as
defined by NI 43-101.
Neither the 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.
Cautionary Statements Regarding Forward Looking Information
This news release contains certain "forward-looking information" and "forward-looking statements"
(collectively "forward-looking statements") within the meaning of applicable securities legislation.
All statements, other than statements of historical fact, included herein, without limitation,
statements relating the future operations and activities of
Nevada King
, are forward-looking
statements. Forward-looking statements are frequently, but not always, identified by words such as
"expects", "anticipates", "believes", "intends", "estimates", "potential", "possible", and similar
expressions, or statements that events, conditions, or results "will", "may", "could", or" should"
occur or be achieved. Forward-looking statements in this news release relate to, among other
things, closing of the Private Placement, receipt of all necessary regulatory approvals in
connection therewith, use of proceeds from the Private Placement, acquisition of additional mineral
claims, exploration plans and the Company's ability to potentially expand mineral resources and
the impact thereon. There can be no assurance that such statements will prove to be accurate, and
actual results and future events could differ materially from those anticipated in such statements.
Forward-looking statements reflect the beliefs, opinions and projections on the date the statements
are made and are based upon a number of assumptions and estimates that, while considered
reasonable by
Nevada King
, are inherently subject to significant business, economic, competitive,
political and social uncertainties and contingencies. Many factors, both known and unknown, could
cause actual results, performance or achievements to be materially different from the results,
performance or achievements that are or may be expressed or implied by such forward-looking
statements and the parties have made assumptions and estimates based on or related to many of
these factors. Such factors include, without limitation, the ability to complete proposed exploration
work given the global COVID-19 pandemic, the results of exploration, continued availability of
capital, and changes in general economic, market and business conditions. Readers should not
place undue reliance on the forward-looking statements and information contained in this news
release concerning these items.
Nevada King
does not assume any obligation to update the
forward-looking statements of beliefs, opinions, projections, or other factors, should they change,
except as required by applicable securities laws.
SOURCE
Nevada King Gold Corp.
View original content to download multimedia:
http://www.newswire.ca/en/releases/archive/April2022/05/c4305.html
%SEDAR: 00015775E
For further information:
contact Collin Kettell at [email protected] or (301) 744-8744.
CO: Nevada King Gold Corp.
CNW 07:30e 05-APR-22