WEST Vault Closes Fully Subscribed Brokered Private Placement Including Investment from Eric Sprott
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WESTVAULT
MINING
.
COM
News Release
No. 129
-
2020
August 13, 2020
Not for dissemination in the United States or to United States newswire services
WEST VAULT CLOSES FULLY SUBSCRIBED BROKERED PRIVATE PLACEMENT
INCLUDING INVESTMENT FROM ERIC SPROTT
VANCOUVER, BRITISH COLUMBIA,
August 13, 2020
–
West
Vault Mining Inc.
(W
V
M:TSXV) (“West
Vault
”
or the “Company
”)
is pleased to announce that it has closed its previously announced brokered
private placement (the “Brokered Offering”) to raise aggregate gros
s proceeds of $6,348,000 including
the exercise in full of the agents’ over
-
allotment option. Under the Brokered Offering, the Company
issued a total of 5,520,000 common shares (“Shares”) of the Company at a price of $1.15 per Share
(the “Issue Price”). To
gether with the non
-
brokered private placement of the Company
closed earlier
today
(see press release dated August
13
, 2020) (the “Non
-
Brokered Private Placement”), the
Company has raised total gross proceeds of $16,531,250.
Eric Sprott, through
2176423 Ontario Ltd., a corporation beneficially owned by him, acquired 2,608,700
Shares under the Brokered Offering for total consideration of $3,000,005.
“The closing of both the Non
-
Brokered Private Placement and the Brokered Offering allows us to
comp
lete the purchase of the 25% interest in our Hasbrouck Gold Project not already held by West
Vault, thereby consolidating 100% ownership of the asset. We expect closing of this acquisition to be
completed imminently, and we look forward to continuing our w
ork in Nevada to advance the
development of Hasbrouck in due course
,
” stated R. Michael Jones, CEO of West Vault. “We are also
pleased to welcome Eric Sprott as a new shareholder of West Vault and appreciate the continued
support of other key institutional
shareholders
including Sun Valley Gold LLC and
Ruffer LLP.”
The Brokered Offering was co
-
led by Haywood Securities Inc. and PI Financial Corp. (collectively, the
“Agents”). In consideration for the services provided by the Agents in connection with the
Brokered
Offering, the Company has paid to the Agents a cash commission equal to 6% of the gross proceeds
raised under the Brokered Offering, and issued non
-
transferable warrants of the Company to the
Agents, exercisable at any time on or before August 13
, 2022, to purchase that number of common
shares of the Company which is equal to 6% of the aggregate number of Shares sold under the
Brokered Offering at an exercise price per share equal to the Issue Price.
The securities issued pursuant to the Brokered
Offering have a hold period of four months and one
day from closing, expiring
December 14, 2020
.
The Company intends to use the net proceeds of the Brokered Offering and the
N
on
-
B
rokered
P
rivate
P
lacement (together the “Financings”) to fund the cash cons
ideration payable to complete the
purchase of a 25% interest in the Hasbrouck Gold Project (
see press released dated July 22, 2020
),
to fund continued work on the Hasbrouck Gold Project and for general working capital purposes.
The Financings have not been, and will not be, registered under the U.S. Securities Act of 1933, as
amended (the "U.S. Securities Act") or any U.S. state securities laws, and may not be offered or sold
in the United States or to, or for the account or bene
fit of, U.S. persons absent registration or any
applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S.
…/
2
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899
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ESTVAULT
MINING
.
COM
state securities laws. This press release shall not constitute an offer to sell or the solicitation of an
offer
to buy
securities in the United States, nor shall there be any sale of these securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful.
West Vault is focused on advancing the Hasbrouck Gold Project in
Tonopah, Nevada. The Company
owns a 75% interest in, and a 1.1% net smelter return royalty over, the Hasbrouck Gold Project and
has announced the execution of definitive agreements for the purchase of the remaining 25% interest
from Clover Nevada LLC, a w
holly owned subsidiary of Waterton Precious Metals Fund II Cayman,
LP (“Waterton”). Closing of the acquisition
is expected to be completed imminently.
The Company is
working towards completing full permitting for the Hasbrouck Gold Project’s
mineral
reserv
es while
keeping corporate G&A costs lean and efficient.
The Hasbrouck Gold Project, comprised of the planned Three Hills
m
in
ing area
and the nearby
planned Hasbrouck Mine, hosts an estimated 762,000 ounces of proven and probable gold reserves
and 10,56
9,000 ounces of proven and probable silver reserves
(p
roven
mineral r
eserves of 6,242,00
0
tons at a grade of 0.02 Au oz/ton plus 0.41 Ag oz/ton and
p
robable
mineral r
eserves of 39,028,000
tons at a grade of 0.016 Au oz/ton plus 0.205 Ag oz/ton
)
.
For detai
ls
,
see the “Technical Report and
Updated Preliminary Feasibility Study: Hasbrouck and Three Hills Gold
-
Silver Project, Esmeralda
County, Nevada” dated September 14, 2016 as filed on SEDAR
under the Company’s profile
at
www.sedar.com
.
Sandy McVey, P.Eng., Chief Operating Officer
of
the Company, as a non
-
independent Qualified
Person as defined by National Instrument 43
-
101
-
Standards of Disclosure for Mineral Projects (“NI
43
-
101”), has reviewed and approved the
technical information disclosed in this news release.
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
r
elease.
On behalf of West Vault Mining Inc.
“R. Michael Jones”
Chief Executive Officer
FOR FURTHER INFORMATION PLEASE CONTACT:
R. Michael Jones
,
Chief Executive Officer
T: (604) 685 8311
P
lease see the Company’s website at
www.
westvaultmining
.com
or contact us by email at
info@
westvaultmining.com
.
Disclaimer for Forward
-
Looking Information
This press release may contain forward
-
looking information or forward
-
looking statements (collectiv
ely
"forward
-
looking information") within the meaning of applicable securities laws. Forward
-
looking
information is typically identified by words such as: “believe”, “expect”, “anticipate”, “intend”, “estimate”,
“postulate” and similar expressions, or are
those, which, by their nature, refer to future events.
Forward
-
looking information in this news release includes, without limitation, discussion of the
purchase of a 25% interest in the Hasbrouck Gold Project
; that the purchase of said interest will
…/
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838
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1100
M
ELVILLE
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ANCOUVER
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C
ANADA
V6
E
4A6
T
EL
:
604
-
899
-
5450
F
AX
:
604
-
484
-
4710
WWW
.
W
ESTVAULT
MINING
.
COM
comp
lete imminently, if at all
; the use of proceeds of the Financings; permitting
;
and costs. Estimates
of mineral reserves and mineral resources are also forward
-
looking information because they
incorporate estimates of future developments including future m
ineral prices, costs and expenses and
the amount of minerals that will be encountered if a property is developed. Although West Vault
believes that such information as set out in this press release is reasonable, it can give no assurance
that such expecta
tions and estimates will prove to be correct. The Company cautions investors that
any forward
-
looking information provided by the Company is not a guarantee of future results or
performance, and that actual results may differ materially from those in forw
ard
-
looking information as
a result of various factors
, including the following:
the Company or Waterton may be
delayed
in
satisfying the closing conditions to the purchase of the 25% interest in the Hasbrouck Gold Project;
risks related to the novel coron
avirus (COVID
-
19) global health pandemic
,
other
global epidemics,
pandemics or public health crises
;
the state of the financial markets for the Company's equity
securities; the state of the market for gold or other minerals that may be produced generally; significant
increases in any of the machinery, equipment or supplies required to develop and operate
a mine; a
significant change in the availability or cost of the labor force required to operate a mine; a significant
increases in the cost of transportation for the Company’s products; variations in the nature, quality and
quantity of any mineral deposits
that may be located; and the Company's ability to obtain any
necessary permits, consents or authorizations required for its activities, to raise the necessary capital
or to be fully able to implement its business strategies and other risks associated with
the exploration
and development of mineral properties. The reader is referred to the Company's public filings for a
more complete discussion of such risk factors and their potential effects which may be accessed
through the Company's profile on SEDAR at
www.sedar.com.
Cautionary Note to U.S. Investors Regarding the Use of Mining Terms
This press release has been prepared in accordance with the securities laws in effect in Canada,
which differ from the requirements of U.S. securities laws. Unless
otherwise indicated, all reserve
estimates reported by the Company are in relation to a 2016 Updated Pre
-
Feasibility Study and have
been prepared in accordance with NI 43
-
101 and the Canadian Institute of Mining, Metallurgy, and
Petroleum Definition Standa
rds on Mineral Resources and Mineral Reserves. NI 43
-
101 is a rule
developed by the Canadian Securities Administrators which establishes standards for all public
disclosure an issuer makes of scientific and technical information concerning mineral projects
.
Canadian standards, including NI 43
-
101, differ significantly from the requirements of the U.S.
Securities and Exchange Commission (the “SEC”) Industry Guide 7, and reserve information
contained herein may not be comparable to similar information disclos
ed by U.S. companies. In
particular, and without limiting the generality of the foregoing, “reserves” established under NI 43
-
101
standards may not qualify as “reserves” under U.S. standards. Under U.S. standards, mineralization
may not be classified as a
“reserve” unless the determination has been made that the mineralization
could be economically and legally produced or extracted at the time the reserve determination is made.
In addition, under U.S. standards, a “Final” or “Bankable” feasibility study is
required to report reserves,
the three
-
year historical average price is used in any reserve or cash flow analysis to designate
reserves and the primary environmental analysis or report must be filed with the appropriate
governmental authority. Disclosure o
f “contained ounces” in a resource is permitted disclosure under
Canadian regulations; however, the SEC normally only permits issuers to report mineralization that
does not constitute “reserves” by SEC standards as in
-
place tonnage and grade without refere
nce to
unit measures. Accordingly, information concerning mineral deposits set forth in this press release
may not be comparable with information made public by companies that report in accordance with
U.S. standards.