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TORONTO, Jan. 25, 2019 /CNW/ - Camrova Resources
Inc. ("Camrova" or the "Company") (TSX-V: CAV;
OTC: BAJFF; SSE :CAVCL.CAV US$ - Chile) announces that it intends to raise up
to CDN $250,000 by way of a
non-brokered private placement (the "Offering") of units
("Units") of the Company at a price of $0.06 per Unit. Each Unit will consist of one
common share in the capital of Camrova (the "Common Shares")
and one Common Share purchase warrant (the "Warrants"). Each
Warrant will be exercisable into one Common Share for a period of
two years at a price of $0.10 per
share. A finder's fee of up to 7% cash and 7% broker warrants
(having the same characteristics as the Units) may be paid to
eligible finders.
The proceeds of the Offering will be used to pay for the costs
associated with proceeding to completion of the proposed asset
acquisition transaction with Armex Mining Corp. (the "Armex
Transaction") including due diligence costs, audit fees, legal
fees and costs of preparing the necessary documentation for the
Armex Transaction and for general corporate purposes. The Offering
is intended to be completed independently from the Armex
Transaction and the funds raised in connection with the Offering
will be made available for Camrova's use immediately upon
closing.
The securities issued in connection with the Offering will be
subject to a hold period expiring four months and one day from the
date of issuance of such securities.
The Offering is subject to the approval of the TSX Venture
Exchange ("TSXV"). Members of the board of directors of
Camrova may participate in the Offering.
Completion of the Armex Transaction is subject to a number of
conditions, including but not limited to TSXV acceptance and
shareholder approval. The Armex Transaction cannot close until the
required shareholder approval is obtained. There can be no
assurance that the Armex Transaction will be completed as proposed
or at all.
About Camrova Resources Inc.
Camrova is a Canadian mining company
whose common shares are listed on the TSX-V. Camrova owns a
7.24% interest in
the Boleo copper-cobalt-zinc mine located
in Baja California Sur, Mexico.
Neither 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.
Cautionary Statements
Certain statements contained in this press release constitute
forward-looking information. These statements relate to future
events or future performance. The use of any of the words "could",
"intend", "expect", "believe", "will", "projected", "estimated" and
similar expressions and statements relating to matters that are not
historical facts are intended to identify forward-looking
information and are based on the Camrova's current belief or
assumptions as to the outcome and timing of such future events.
Actual future results may differ materially. In particular, this
release contains forward-looking information relating to, among
other things, the ability of the Company to complete the Offering
and to satisfy due diligence requirements, closing conditions and
receive necessary shareholder and regulatory approvals in order to
complete the Armex Transaction.
Various assumptions or factors are typically applied in
drawing conclusions or making the forecasts or projections set out
in forward-looking information. Those assumptions and factors are
based on information currently available to Camrova. Although such
statements are based on management's reasonable assumptions, there
can be no assurance that the proposed transactions will occur, or
that if the proposed transactions do occur, will be completed on
the terms described above.
The forward-looking information contained in this release is
made as of the date hereof and Camrova is not obligated to update
or revise any forward-looking information, whether as a result of
new information, future events or otherwise, except as required by
applicable securities laws. Because of the risks, uncertainties and
assumptions contained herein, investors should not place undue
reliance on forward-looking information. The foregoing statements
expressly qualify any forward-looking information contained
herein.
This announcement does not constitute an offer, invitation or
recommendation to subscribe for or purchase any securities and
neither this announcement nor anything contained in it shall form
the basis of any contract or commitment. In particular, this
announcement does not constitute an offer to sell, or a
solicitation of an offer to buy, securities in the United States, or in any other
jurisdiction in which such an offer would be illegal.
The securities referred to herein have not been and will not
be registered under the Securities Act of 1933, as amended (the
"Securities Act"), or under the securities laws of any state
or other jurisdiction of the United
States and may not be offered or sold, directly or
indirectly, within the United
States, unless the securities have been registered under the
Securities Act or an exemption from the registration requirements
of the Securities Act is available.
SOURCE Camrova Resources Inc.