Westhaven Closes First Tranche of Non-Brokered Private Placement __________________________________________________________________________________________
WESTHAVEN CLOSES FIRST TRANCHE OF NON-BROKERED PRIVATE PLACEMENT
__________________________________________________________________________________________
Vancouver, B.C. – October 17, 2017 – Westhaven Ventures Inc. (TSX-V:WHN) is pleased to
announce that it has closed the first tranche of its non-brokered private placement previously
announced on October 4th, 2017.
This tranche raised gross proceeds of $562,000 through the issuance of 5,462,500 non-flow-through
(NFT) share units and 1,136,363 flow-through (FT) share units.
The NFT Units are being offered at a price of $0.08 per unit. Each Unit will consist of one common
share and one non-transferable warrant (the “Warrant”). Each Warrant will entitle the holder to
purchase one common share at a price of $0.10 for a period of 24 months from the closing date of the
private placement. The flow-through units (the “FT Units”) are to be offered at a price of $0.11 per
unit. Each FT Unit will consist of one flow-through common share and one non-transferable, non
flow-through warrant (the “NFT Warrant”). Each NFT Warrant will entitle the holder to purchase
one non-flow-through common share at a price of $0.13 for a period of 24 months from the closing
date of the private placement.
In connection with closing the first tranche, the Company paid finder's fee consisting of a cash fee
of $5,180 and 280,000 non-transferable brokers warrants. The brokers' warrants are exercisable at a
price of $0.10 for a period of two years from closing of the Private Placement.
All securities issued in the first tranche are subject to a hold period in Canada expiring on February
18, 2018.
An insider of the Company subscribed for a total of 681,818 Units for aggregate subscription proceeds
of $75,000 constituting a “related party transaction” as such term is defined under Multilateral
Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101″).
The Company is relying on the exemptions from the formal valuation and minority approval
requirements under MI 61- 101. The Company is exempt from the formal valuation requirement of
MI 61-101 in reliance on sections 5.5(a) and (b) of MI 61-101 as the fair market value of the
transaction, insofar as it involves interested parties, is not more than the 25% of the Company’s
market capitalization, and no securities of the Company are listed or quoted for trading on prescribed
stock exchanges or stock markets. Additionally, the Company is exempt from minority shareholder
approval relying on sections 5.7(1)(a) and (b) of MI 61-101 as, in addition to the foregoing, (i) neither
the fair market value of the Units nor the consideration received in respect thereof from interested
parties exceeds $2,500,000, (ii) the Company has one or more independent directors who are not
employees of the Company, and (iii) all of the independent directors have approved the placement. A
material change report was not filed 21 days prior to the closing of the private placement as insider
participation had not been established at that time.
TSX-V:WHN
Mr. Grenville Thomas acquired an aggregate 681,818 units directly and 0 units indirectly through
Anglo Celtic Exploration Ltd., a private company owned and controlled by him, which securities in
the aggregate represent 17,500,421 shares of the Company’s issued and outstanding share capital.
Prior to this transaction Mr. Thomas owned or controlled 16,818,603 common shares of the Company,
directly and indirectly, as well as warrants and options to acquire a further 5,948,334 common shares.
Upon the completion of the placement, Mr. Thomas owns or controls an aggregate of 17,500,421
common shares of the Company, representing 28.7% of the issued and outstanding common shares of
the Company, and warrants and options to acquire 6,630,152 common shares of the Company
common shares of the Company, representing approximately 35.7% of the issued and outstanding
shares of the Company, on a partially diluted basis assuming the exercise of the convertible securities
held by Mr. Thomas only.
Mr. Thomas acquired these securities for investment purposes, thus depending on the economic or
market conditions or matters relating to the Company, Mr. Thomas may choose to either acquire
additional securities or dispose of securities of the Company.
Plethora Precious Metals Fund (“Plethora”) subscribed for 4,000,000 units, representing 6.56% of the
Company’s issued and outstanding share capital. Prior to this transaction, Plethora owned or
controlled 2,606,833 common shares of the Company, as well as warrants to acquire a further
2,083,333 common shares. Upon the completion of the placement, Plethora owns or controls an
aggregate of 6,606,833 common shares of the Company, representing 10.8% of the issued and
outstanding common shares of the Company, and warrants to acquire 6,083,333 common shares of
the Company, representing approximately 18.91% of the issued and outstanding shares of the
Company, on a partially diluted basis assuming the exercise of the convertible securities held by
Plethora only.
Plethora acquired these securities for investment purposes, thus depending on the economic or
market conditions or matters relating to the Company, Plethora may choose to either acquire
additional securities or dispose of securities of the Company.
Portions of this press release are being issued pursuant to National Instrument 62-103 - The Early
Warning System and Related Take-Over Bid and Insider Reporting Issues which requires a report of
Plethora to be filed under the Company’s profile on SEDAR (www.sedar.com) containing additional
information with respect to the foregoing acquisitions. A copy of the related early warning report for
Plethora in respect of the acquisition described above will be filed on www.sedar.com.
This news release is being issued in accordance with National Instrument 62-103.
The net proceeds from the sale of units will be used to fund exploration at the Shovelnose, Skoonka
and Prospect Valley gold projects, and working capital.
On behalf of the Board of Directors
WESTHAVEN VENTURES INC.
"Shaun Pollard"
Shaun Pollard, CFO & Director
About WesthavenVentures Inc.
Westhaven Ventures Inc. is a Canadian based exploration company focused on the acquisition and
exploration of prospective resource properties. Westhaven is focused on advancing its Shovelnose,
Prospect Valley and Skoonka gold projects in British Columbia. Westhaven trades on the TSX
Venture Exchange under the ticker symbol WHN. For further information, please call 604-681-5521 or
visit Westhaven’s website at www.westhavenventures.com