First Vanadium Announces First Tranche Closing of Financing – Insiders Participate
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES
First Vanadium Announces First Tranche Closing of Financing – Insiders Participate
June 6, 2019 ‐ Vancouver, British Columbia – First Vanadium Corp. (TSX‐V: FVAN) (OTCQX®: FVANF)
(FSE: 1PY) (“First Vanadium” or the “ Company”) is pleased to announce that the Company has closed
the first tranche (the “ First Tranche”) of its non‐brokered private placement financing (the “ Offering”)
previously announced on May 21, 2019. Under the First Tranche, the Company has issued 2,125,500
units at a price of C$0.40 per unit for gross proceeds of C$850,200. Each unit is comprised of one
common share and one warrant. Each warrant will be exercisable into one common share for a period
o f t h r e e y e a r s a t a n e x e r c i s e p r i c e o f $ 0 . 6 5 p e r s h a r e . I n c o nnection with the First Tranche, the
Company paid a finder’s fee of C$2,100 to PI Financial Corp.
Certain directors, officers (the “ Insiders”) and close associates of the Co mpany participated in the Firs t
Tranche and purchased an aggregate of 898,000 units for aggrega te gross proceeds of C$359,200.
Participation by Insiders of the Company in the Offering is considered 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 for mal valuation
and minority shareholder approval in connection with the Inside rs' participation in the Offering in
reliance of sections 5.5(a) and 5.7(a) of MI 61‐101, respectivel y , o n t h e b a s i s t h a t p a r t i c i p a t i o n i n t h e
private placement by the Insiders did not exceed 25% of the fai r market value of the Company’s market
capitalization.
All securities issued under the First Tranche are subject to a hold period expiring October 7, 2019, in
accordance with applicable securities laws and the policies of the TSX Venture Exchange.
The second tranche of the Offering for additional proceeds of u p to C$349,800 is expected to close on or
before June 28, 2019.
This news release does not constitute an offer to sell or a sol icitation of an offer to buy nor shall there
be any sale of any of the securities in any jurisdiction in whi ch such offer, solicitation or sale would be
unlawful, including in the United States of America. The securi ties have not been and will not be
registered under the United Stat es Securities Act of 1933 as am ended (1933 Act), or any state securities
laws, and may not be offered or sold within the United States o r to, or for account or benefit of, U.S.
persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and
applicable state securities laws, or an exemption from such registration requirements is available.
About First Vanadium Corp.
First Vanadium has an option to earn a 100% interest in the Carlin Vanadium Project, located in Elko
C o u n t y , 6 m i l e s s o u t h f r o m t h e t o w n o f C a r l i n , N e v a d a o n H i g h w ay I ‐ 8 0 . T h e C a r l i n V a n a d i u m P r o j e c t
hosts the Carlin Vanadium deposit, which is flat to shallow dipping and at shallow depths with strike
length of approximately 1,800 me tres, width averaging 600 metre s and thickness ranging from 15
metres to 50 metres. The Company announced its maiden resource February 27, 2019.
2
ON BEHALF OF FIRST VANADIUM CORP.
per: "Paul Cowley"
CEO & President
(778) 655‐4311
www.firstvanadium.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of
the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward‐looking information
Certain statements in this news release constitute "forward‐loo king" statements. These statements relate to future events or
the Company's future performance and include the Company’s abili t y t o m e e t i t s o b l i g a t i o n s u n d e r t h e A c c e s s a n d M i n e r a l
Lease Agreement, the conditions required to exercise in full it s option to acquire the Carlin Vanadium project, and the propos ed
second tranche closing of the Company’s private placement offer ing. All such statements involve substantial known and
unknown risks, uncertainties and other factors which may cause the actual results to vary from those expressed or implied by
such forward‐looking statements. Forward‐looking statements involve significant risks and uncertainties, they should not be
read as guarantees of future performance or results, and they w ill not necessarily be accurate indications of whether or not
such results will be achieved. Actual results could differ mate rially from those anticipated due to a number of factors and ri sks.
Although the forward‐looking statements contained in this news release are based upon what management of the Company
believes are reasonable assumptions on the date of this news re lease, the Company cannot assure investors that actual results
will be consistent with these forward‐looking statements. The f orward‐looking statements contained in this press release are
made as of the date hereof and the Company disclaims any intention or obligation to update or revise any forward‐looking
statements whether as a result of new information, future event s or otherwise, except as required under applicable securities
regulations.