Nevada Exploration Closes Oversubscribed $605,000 Financing
March 19 2024 - 8:38PM
Nevada Exploration Inc. (“NGE” or the “Company”) (TSX-V:NGE;
OTCQB:NVDEF) is pleased to announce that it has closed the
previously announced private placement offering (the “Offering”),
pursuant to which it has issued 5,500,000 units (the “Units”) at a
price of $0.11 per Unit, for gross proceeds of $605,000 - an
increase of $55,000 from the $550,000 contemplated in the news
release dated February 20, 2024.
Each Unit consists of one common share in the
capital of the Company (a “Common Share”) and one Common Share
purchase warrant (a “Warrant”), with each Warrant entitling the
holder thereof to acquire an additional Common Share at an exercise
price of C$0.20 per Common Share for 36 months after the date of
issuance (the “Closing Date”). If after four months plus one day
from the Closing Date the closing price (or closing bid price on
days when there are no trades) of NGE’s common shares is greater
than C$0.40 per share for 10 consecutive trading days, NGE may
accelerate the expiry date of the Warrants to the 30th day after
the date on which NGE gives notice to the Warrant holders of such
acceleration, with such notice being the issuance of a news release
by the Company announcing the acceleration of the expiry date.
The Offering is subject to final TSX Venture
Exchange approval. All securities issued are subject to a four
month plus one day hold period expiring July 20, 2024, as well as
to any other re-sale restrictions imposed by applicable securities
regulatory authorities. In connection with the Offering, the
Company paid finders’ fees totalling $12,449.
Proceeds from the Offering will be used for
general working capital.
The participation by certain placees in the
private placement is a related party transaction under Multilateral
Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions (“MI 61- 101”) and TSXV Policy 5.9. The
Company is relying upon the exemption from the valuation
requirement for related party transactions provided in section
5.5(a) of MI 61-101, and the exemption from the requirement to
obtain shareholder approval in respect of the related party
participation provided in section 5.7(1) (a) of MI 61-101 on the
basis that the fair market value of the related party participation
was less than 25% of the Company’s market capitalization,
calculated in accordance with MI 61-101.
About Nevada Exploration Inc.
NGE has for the past several years been applying
modern technology to systematically explore for the undiscovered
second half of Nevada’s gold endowment waiting to be uncovered
within Nevada’s valley basins. The Company is examining other
opportunities in its quest to create shareholder value.
For further information, please
contact:
Nevada Exploration Inc. Email:
info@nevadaexploration.comTelephone: +1 (604) 601 2006Website:
www.nevadaexploration.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.
United States Advisory:
The securities referred to herein have not been
and will not be registered under the United States Securities Act
of 1933, as amended (the “U.S. Securities Act”), have been offered
and sold outside the United States to eligible investors pursuant
to Regulation S promulgated under the U.S. Securities Act, and may
not be offered, sold, or resold in the United States or to, or for
the account of or benefit of, a U.S. Person (as such term is
defined in Regulation S under the United States Securities Act)
unless the securities are registered under the U.S. Securities Act,
or an exemption from the registration requirements of the U.S.
Securities Act is available. Hedging transactions involving the
securities must not be conducted unless in accordance with the U.S.
Securities Act. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy any securities, nor
shall there be any sale of securities in the state in the United
States in which such offer, solicitation or sale would be
unlawful.
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