Calibre Announces $5 million Private Placement and 10:1 Share Consolidation
05 10월 2018 - 9:30PM
NOT FOR DISTRIBUTION TO THE UNITED STATES
NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Calibre Mining Corp. (TSX-V: CXB) (the “Company” or “Calibre”) is
pleased to announce a non-brokered private placement financing for
up to 11,363,700 units (the "
Units") at a
post-Consolidation (as defined below) price of $0.44 per Unit to
raise gross proceeds of up to $5,000,028 (the "
Private
Placement").
Each Unit will consist of one post-Consolidation
common share and one common share purchase warrant. Each warrant
will entitle the holder to acquire an additional common share for
$0.95, on a post-Consolidation basis, for a period of five years
from the date of closing of the Private Placement. Sprott Capital
Partners, a division of Sprott Private Wealth LP, and its
affiliates will act as finders in the Private Placement.
A finder’s fee may be paid on all or part of the
Private Placement; eligible finders will be paid a 6.0% cash
commission and issued non-transferable share purchase warrants (the
“Finder Warrants”) equal to 5.0% of the aggregate
number of Units placed by them. Each Finder Warrant will
permit the purchase of one Warrant Share for two years from the
closing date at $0.55.
The Company expects to close the Private
Placement during the week of October 29, 2018. Proceeds of
the Private Placement will be used for exploration, project
generative activities, loan repayment, and general working capital.
It is anticipated that Calibre’s management and board of directors
will acquire Units in the Private Placement. The issuance of
Units to certain insiders of Calibre pursuant to the Private
Placement will be considered to be a related party transaction
within the meaning of TSX Venture Exchange Policy 5.9 and
Multilateral Instrument 61-101 (“MI 61-101”). The Company intends
to rely on the exemptions from the valuation and minority
shareholder approval requirements of MI 61-101 contained in
sections 5.5(b) and 5.7(1)(b) of MI 61-101 in respect of any
Insider participation. Prior to closing of the Private Placement,
the Company will consolidate its outstanding common shares on the
basis of ten (10) existing common shares for one (1) new common
share (the "Consolidation"). At Calibre’s last
Annual General and Special Meeting held on May 23, 2018,
shareholders of the Company authorized the Consolidation so it only
requires stock exchange approval.
The Company will have 42,764,175 common shares
issued and outstanding, a working capital of approximately $4.7
million and no debt after the Consolidation and completion of the
Private Placement.
All securities issued and issuable in the
Private Placement will be subject to a hold period of four months
following the distribution date, under applicable Canadian
securities legislation and stock exchange policy. Completion of the
Private Placement remains subject to approval of the TSX Venture
Exchange. All amounts disclosed in this press release are in
Canadian dollars.
About Calibre Mining
Corp.Calibre owns a 100% interest in over
413 km2 of mineral concessions in the Mining Triangle of Northeast
Nicaragua including the Primavera Gold-Copper Project and Santa
Maria Gold Project. Additionally the Company has optioned to
IAMGOLD (176 km2) and Centerra Gold (253 km2) concessions covering
an aggregate area of 429 km2 and is party to a joint venture on the
33.6 km2 Rosita D gold-copper-silver project with Rosita Mining
Corporation. Major shareholders of Calibre include gold
producer B2Gold Corp, Pierre Lassonde and management.
Calibre Mining Corp.
“Greg Smith”
Greg Smith,
P.Geo.President and CEO
For further information contact:Ryan King604
628-1012www.calibremining.com
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 Note Regarding Forward
Looking Statements
This news release contains certain
forward-looking statements. Any statements that express or involve
discussions with respect to predictions, expectations, beliefs,
plans, projections, objectives, assumptions or future events or
performance (often, but not always, using words or phrases such as
“expects” or “does not expect”, “is expected”, “anticipates” or
“does not anticipate” “plans”, “estimates” or “intends” or stating
that certain actions, events or results “ may”, “could”, “would”,
“might” or “will” be taken, occur or be achieved) are not
statements of historical fact and may be “forward-looking
statements”. Forward-looking statements are subject to a
variety of risks and uncertainties which could cause actual events
or results to materially differ from those reflected in the
forward-looking statements.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any of the securities
in the United States of America. The securities have not been
and will not be registered under the United States Securities Act
of 1933 (the "1933 Act”) or any state securities laws and may not
be offered or sold within the United States or to U.S. Persons (as
defined in the 1933 Act) unless registered under the 1933 Act and
applicable state securities laws, or an exemption from such
registration is available.
Except for the statements of historical fact
contained herein, the information presented constitutes
“forward-looking statements”. Such forward-looking statements
including but not limited to those with respect to the price of
gold, potential mineralization, reserve and resource determination,
exploration results, and future plans and objectives of the Company
involve known and unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievement of
Calibre to be materially different from any future results,
performance or achievements expressed or implied by such
forward-looking statements. There can be no assurance that
such statements will prove to be accurate as actual results and
future events could differ materially from those anticipated in
such statements. Accordingly, readers should not place undue
reliance on forward-looking statements.
Calibre Mining (TSXV:CXB)
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부터 10월(10) 2024 으로 11월(11) 2024
Calibre Mining (TSXV:CXB)
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부터 11월(11) 2023 으로 11월(11) 2024