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Silver Elephant’s Flying Nickel Spinout Has Upsized its Private Placement to $8.6 Million Including a $2.975 Million Lead Order From Strategic Investor

Not for distribution to United States Newswire Services or for dissemination in the United StatesVANCOUVER, BC / ACCESSWIRE / November 19, 2021 / Silver…

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Not for distribution to United States Newswire Services or for dissemination in the United States

VANCOUVER, BC / ACCESSWIRE / November 19, 2021 / Silver Elephant Mining Corp. (“Silver Elephant“, or the “Company“) (TSX:ELEF)(OTCQX:SILEF)(Frankfurt:1P2N) is pleased to announce that its wholly owned subsidiary, Flying Nickel Mining Corp. (“Flying Nickel“) has increased the size of its private placement announced on October 26, 2021 (the “Flying Nickel Offering“) from $7.0 million to a maximum of $8.6 million. Under the upsized Flying Nickel Offering, Flying Nickel will sell a combination of subscription receipts comprised of non-flow through subscription receipts (each, a “Non-FT Subscription Receipt“) at a price of $0.70 per Non-FT Subscription Receipt and flow-through eligible subscription receipts (each, a “FT Subscription Receipt“, and collectively with the Non-FT Subscription Receipts, the “Offered Securities“) at a price of $0.77 per FT Subscription Receipt. Red Cloud Securities Inc. (“Red Cloud“), as lead agent and sole bookrunner, together with Canaccord Genuity Corp., are acting as agents (the “Agents“) under the Offering.

Blackstone Minerals Limited (“Blackstone“), an ASX-listed integrated battery metals processing company with operations in Vietnam, has agreed to make a $2,975,000 strategic investment in the Flying Nickel Offering by purchasing 4,250,000 Non-FT Subscription Receipts. Upon the closing of the Flying Nickel Offering and the satisfaction of certain escrow release conditions, Blackstone is estimated to own 6.85% of the outstanding common shares of Flying Nickel and 9.5% of Flying Nickel shares on a fully diluted basis.

Details Regarding the Flying Nickel Offering

Upon the satisfaction of certain escrow release conditions (the “Escrow Release Conditions”), the Offered Securities shall be deemed to be exercised, without payment of any additional consideration and without further action on the part of the holder thereof, for the following:

  • Each Non-FT Subscription Receipt shall be automatically converted into one unit of Flying Nickel (each, a “Unit“); and
  • Each FT Subscription Receipt shall be automatically converted into one common share of Flying Nickel to be issued as a “flow-through share” within the meaning of the Income Tax Act (Canada) (each, a “FT Share“).

Each Unit will consist of one common share of Flying Nickel (each a “Unit Share“) and one-half of one common share purchase warrant (each whole warrant, a “Warrant“). Each whole Warrant shall entitle the holder to purchase one common share of Flying Nickel (each, a “Warrant Share“) at a price of $1.00 at any time on or before that date which is 24 months after the date of issuance of the Units.

The Escrow Release Conditions amongst others include the approval of the plan of arrangement for the transfer of the Minago Nickel Project in Manitoba into Flying Nickel (the “Arrangement“) by Silver Elephant shareholders, and the Toronto Stock Exchange. The Arrangement is scheduled for Silver Elephant shareholder vote in December 2021. It is expected that Flying Nickel will list its common shares on the TSX Venture Exchange shortly thereafter.

The proceeds of the Flying Nickel Offering will be kept in escrow and not released to Flying Nickel unless the Escrow Release Conditions are satisfied by the deadline provided in the terms of the subscription receipt agreement that will govern the Offered Securities. Following the satisfaction of the Escrow Release Conditions, the net proceeds of the Flying Nickel Offering will be used for the exploration and advancement of the Minago Nickel Project as well as for general working capital purposes. The Flying Nickel Offering is scheduled to close on or around November 24, 2021 and is subject to TSX approval.

$ = Canadian Dollars

About Blackstone Minerals Limited

Blackstone Minerals Ltd (ASX: BSX / OTCQX: BLSTF / FRA: B9S) is focused on building an integrated upstream and downstream battery metals processing business in Vietnam that produces Nickel: Cobalt: Manganese (NCM) Precursor products for Asia’s growing Lithium-ion battery industry. Blackstone also owns a 90% interest in the Ta Khoa Nickel-Copper-PGE Project in Vietnam which includes an existing modern nickel mine built to Australian standards which is currently under care and maintenance.

About Silver Elephant Mining Corp.

Silver Elephant Mining Corp. is a premier mining and exploration company in silver, nickel, and vanadium.

Further information on Silver Elephant and Flying Nickel can be found at www.silverelef.com and www.flynickel.com.

SILVER ELEPHANT MINING CORP.

ON BEHALF OF THE BOARD
“John Lee”
Executive Chairman

For more information about Silver Elephant, please contact Investor Relations:
+1.604.569.3661 ext. 101
[email protected] www.silverelef.com

Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Toronto Stock Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Statements

Certain statements contained in this news release, including statements which may contain words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “estimates”, or similar expressions, and statements related to matters which are not historical facts, are forward-looking information within the meaning of applicable securities laws. Such forward-looking statements, which reflect management’s expectations regarding Silver Elephant’s future growth, results of operations, performance, business prospects and opportunities, are based on certain factors and assumptions and involve known and unknown risks and uncertainties which may cause the actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by such forward-looking statements.

These factors should be considered carefully, and readers should not place undue reliance on the Silver Elephant’s forward-looking statements. Silver Elephant believes that the expectations reflected in the forward-looking statements contained in this news release and the documents incorporated by reference herein are reasonable, but no assurance can be given that these expectations will prove to be correct. In addition, although Silver Elephant has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Silver Elephant undertakes no obligation to release publicly any future revisions to forward-looking statements to reflect events or circumstances after the date of this news or to reflect the occurrence of unanticipated events, except as expressly required by law.

None of the securities to be issued pursuant to the Flying Nickel Offering have been or will be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities laws, and any securities issuable in the transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities.

SOURCE: Silver Elephant Mining Corp.

View source version on accesswire.com:
https://www.accesswire.com/673781/Silver-Elephants-Flying-Nickel-Spinout-Has-Upsized-its-Private-Placement-to-86-Million-Including-a-2975-Million-Lead-Order-From-Strategic-Investor






Today’s News

Awalé Resources Limited Share Consolidation

Awalé Resources Limited Share Consolidation
PR Newswire
VANCOUVER, BC, Dec. 1, 2021

VANCOUVER, BC, Dec. 1, 2021 /PRNewswire/ – Awalé Resources Limited (“Awalé” or the “Company”) (TSXV: ARIC) announces that further to its November 4, 2021 news relea…

Awalé Resources Limited Share Consolidation

PR Newswire

VANCOUVER, BC, Dec. 1, 2021 /PRNewswire/ – Awalé Resources Limited (“Awalé” or the “Company“) (TSXV: ARIC) announces that further to its November 4, 2021 news release, its share consolidation on a 8:1 basis has been accepted and will be effective on December 6, 2021.

All registered shareholders will be sent new certificates representing their share positions directly from the Company’s transfer agent Computershare without any action on their part.    Post consolidation the Company will have approximately 23,348,137 common shares issued and outstanding prior to rounding for fractional shares.

ON BEHALF OF THE BOARD

AWALE RESOURCES LIMITED.

“Glen Parsons”

Glen Parsons, President and CEO

Forward-Looking Information

This news release contains “forward-looking information” within the meaning of applicable securities laws. Readers are cautioned not to place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by such information. The statements in this news release are made as of the date hereof. The Company undertakes no obligation to update forward-looking information except as required by applicable law.

Cautionary Statement

NEITHER 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

View original content:https://www.prnewswire.com/news-releases/awale-resources-limited-share-consolidation-301435790.html

SOURCE Awale Resources




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Brompton Split Banc Corp. Announces Details of Class A Share Split and Concurrent Preferred Share Private Placement

Not for distribution to U.S. newswire services or for dissemination in the United States. TORONTO, Dec. 01, 2021 (GLOBE NEWSWIRE) — (TSX: SBC, SBC.PR.A)…

Not for distribution to U.S. newswire services or for dissemination in the United States.

TORONTO, Dec. 01, 2021 (GLOBE NEWSWIRE) — (TSX: SBC, SBC.PR.A) Brompton Split Banc Corp. (the “Company”) is pleased to announce the details of the previously announced split of its class A shares (the “Share Split”) and provide an update on the concurrent private placement of preferred shares (the “Private Placement”). The Share Split and the Private Placement remain subject to the approval of the Toronto Stock Exchange (the “TSX”).

The Company is pleased to announce that class A shareholders of record at the close of business on December 14, 2021 will receive 25 additional class A shares for every 100 class A shares held, pursuant to the Share Split. Following the Share Split, class A shareholders will continue to receive the currently targeted monthly distribution of $0.10 per class A share. As a result, the Share Split will result in an overall increase in the dollar amount of distributions to be paid to class A shareholders by approximately 25%. The Company provides a distribution reinvestment plan, on a commission-free basis for class A shareholders that wish to reinvest distributions and realize the benefits of compound growth.

Pursuant to the Private Placement, 3,164,203 preferred shares were offered to investors at a price of $10.10 per preferred share such that following the Share Split there will be an equal number of class A shares and preferred shares outstanding. The Private Placement is scheduled to close on December 14, 2021. Following the completion of the Share Split and the Private Placement, the preferred shares are expected to have downside protection from a decline in the value of the Company’s portfolio of approximately 57%.(1)

Over the last 10 years, the class A shares have delivered a 17.8% per annum total return based on NAV, outperforming the S&P/TSX Capped Financials Index by 5.1% per annum and the S&P/TSX Composite Index by 9.0% per annum.(2) Since inception, class A shareholders have received cash distributions of $18.75 per class A share.

The preferred shares have delivered a 4.9% per annum total return over the last 10 years based on NAV, outperforming the S&P/TSX Preferred Share Index by 1.5% per annum with lower volatility.(2)   

The Company invests, on an approximately equal weighted basis, in a portfolio (the “Portfolio”) consisting of common shares of the six largest Canadian banks (currently, Royal Bank of Canada, The Bank of Nova Scotia, National Bank of Canada, The Toronto-Dominion Bank, Canadian Imperial Bank of Commerce and Bank of Montreal). In addition, the Company may hold up to 10% of the total assets of the Portfolio in investments in global financial companies for the purposes of enhanced diversification and return potential.

About Brompton Funds

Founded in 2000, Brompton Funds Limited (“Brompton”) is an experienced investment fund manager with income focused investment solutions including TSX listed closed-end funds and exchange-traded funds. For further information, please contact your investment advisor, call Brompton’s investor relations line at 416-642-6000 (toll-free at 1-866-642-6001), email us at [email protected] or visit our website at www.bromptongroup.com

(1)   Based on the November 25, 2021 NAV of the class A shares, as used to determine the Share Split ratio.
(2)   See Standard Performance Data table below.

Brompton Split Banc Corp.
Compound Annual NAV returns to October 31, 2021
1 Yr   3 Yr   5 Yr   10 Yr   S.I.  
Class A Shares (TSX:SBC) 123.3 % 21.6 % 17.9 % 17.8 % 12.7 %
S&P/TSX Capped Financials Index 55.7 % 15.3 % 12.6 % 12.7 % 9.2 %
S&P/TSX Composite Index 38.8 % 15.3 % 10.6 % 8.8 % 7.4 %
           
Preferred Shares (TSX:SBC.PR.A) 5.1 % 5.1 % 5.0 % 4.9 % 5.1 %
S&P/TSX Preferred Share Index 28.8 % 6.7 % 7.2 % 3.4 % 3.1 %

Returns are for the periods ended October 31, 2021 and are unaudited. Inception date November 15, 2005. The table shows the Company’s compound return on a class A share and preferred share for each period indicated, compared with the S&P/TSX Capped Financials Index (“Financials Index”), the S&P/TSX Composite Index (“Composite Index”), and the S&P/TSX Preferred Share Index (“Preferred Share Index”) (together the “Indices”). The Financials Index is derived from the Composite Index based on the financials sector of the Global Industry Classification Standard. The Composite Index tracks the performance, on a market weight basis, of a broad index of large-capitalization issuers listed on the TSX. The Preferred Share Index tracks the performance, on a market weight basis, of preferred shares listed on the TSX that meet criteria relating to minimum size, liquidity, issuer rating, and exchange listing. The class A shares and preferred shares are not expected to mirror the performance of the Indices which have more diversified portfolios. The Indices are calculated without the deduction of management fees, fund expenses and trading commissions, whereas the performance of the Company is calculated after deducting such fees and expenses. Further, the performance of the Company’s class A shares is impacted by the leverage provided by the Company’s preferred shares.

You will usually pay brokerage fees to your dealer if you purchase or sell shares of the investment funds on the TSX or other alternative Canadian trading system (an “exchange”). If the shares are purchased or sold on an exchange, investors may pay more than the current net asset value when buying shares of the investment fund and may receive less than the current net asset value when selling them.

There are ongoing fees and expenses associated with owning shares of an investment fund. An investment fund must prepare disclosure documents that contain key information about the fund. You can find more detailed information about the fund in the public filings available at www.sedar.com. The indicated rates of return are the historical annual compounded total returns including changes in share value and reinvestment of all distributions and do not take into account certain fees such as redemption costs or income taxes payable by any securityholder that would have reduced returns. Investment funds are not guaranteed, their values change frequently and past performance may not be repeated.

Certain statements contained in this document constitute forward-looking information within the meaning of Canadian securities laws. Forward-looking information may relate to matters disclosed in this document and to other matters identified in public filings relating to the fund, to the future outlook of the fund and anticipated events or results and may include statements regarding the future financial performance of the fund. In some cases, forward-looking information can be identified by terms such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “intend”, “estimate”, “predict”, “potential”, “continue” or other similar expressions concerning matters that are not historical facts. Actual results may vary from such forward-looking information. Investors should not place undue reliance on forward-looking statements. These forward-looking statements are made as of the date hereof and we assume no obligation to update or revise them to reflect new events or circumstances.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or any applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy securities nor will there be any sale of such securities in any state in which such offer, solicitation or sale would be unlawful.





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MGX Minerals Granted Management Cease Trade Order to Allow for Completion of Financials

 

VANCOUVER – TheNewswire – December 1, 2021 – MGX Minerals Inc. (“MGX” or the “Company”) (CSE:XMG) (CNSX:XMG.CN) (FKT:1MG) (OTC:MGXMF) is…

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VANCOUVER – TheNewswire – December 1, 2021 – MGX Minerals Inc. (“MGX” or the “Company”) (CSE:XMG) (CNSX:XMG.CN) (FKT:1MG) (OTC:MGXMF) is pleased to announce that in connection with the anticipated late filing of the Company’s audited annual financial statements (the “Financial Statements“) and management’s discussion and analysis for the financial year ended July 31, 2020, the Company has applied for, and has been granted, a temporary management cease trade order (the “MCTO“) by the British Columbia Securities Commission (the “BCSC“).

The Company applied for the MCTO in order to secure additional time to finalize the Financial Statements. As a result of recent changes to the Company’s board of directors, the Company anticipates a longer than anticipated timeframe for the audit of the Financial Statements. However, it is the Company’s reasonable expectation that the audit of the Financial Statements will be completed by December 27th, 2021.

By way of background and as required by the BCSC, please note the following:

1. The Company is required to file its July 31, 2020 audited annual financial statements, management’s discussion and analysis and the applicable CEO and CFO certifications in respect of such filings (collectively, the “Annual Filings“) all in accordance with IFRS, by November 29, 2020 (the “Filing Deadline“), as required pursuant to National Instrument 51-102 Continuous Disclosure Obligations. The Company does not anticipate that it will be able to complete its Annual Filings on or before the Filing Deadline.

2. The Company and its auditors are working diligently to prepare and file the Annual Filings on or before December 27th, 2021.

3. The Company confirms that it intends to issue a status report on a bi-weekly basis, for as long as it remains in default of the Filing Deadline in respect of the Annual Filings.

 

4. There is no other material information concerning the affairs of the Company that has not been generally disclosed.

During the MCTO, the general investing public will continue to be able to trade in the Company’s listed common shares. However, for the duration of the MCTO, the Company’s Chief Executive Officer and Chief Financial Officer will not be able to trade the Company’s common shares.

The Company has imposed an insider trading blackout pending the filing of the Annual Filings. If the MCTO is granted, the Company will comply with the alternative information guidelines described in National Policy 12-203 Management Cease Trade Orders for so long as it remains in default due to the late filing of the Annual Filings.

Corporate Update

The Board of Directors has removed Lyndon Patrick effective November 30, 2021 for non performance having missed three or more consecutive Director Meetings and reduced the number of Directors to three, in accordance with Company By-laws. A search has begun for a new Director.  The current Directors of the Company are Andris Kikuaka and Jared Lazerson.

About MGX Minerals

MGX Minerals is a diversified Canadian resource and technology company with interests in advanced metals, industrial minerals, nuclear energy and rocketry.

 

Contact Information:

Sandey Wang

Interim Chief Financial Officer

[email protected]

604 681 7735

Forward-Looking Statements

This press release contains forward-looking information or forward-looking statements (collectively, “forward-looking information”) within the meaning of applicable securities laws. All statements, other than statements of historical fact, included herein are forwardlooking information. Forward-looking information in this press release include, but are not limited to, statements with respect to holding the postponed Meeting, and the filing of an amended notice of meeting and record date for the postponed Meeting. Forward-looking information is generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “in the event”, “if”, “believes”, “asserts”, “position”, “intends”, “envisages”, “assumes”, “recommends”, “estimates”, “approximate”, “projects”, “potential”, “indicate” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur.

The Company’s forward-looking information are based on the applicable assumptions and factors the Company considers reasonable as of the date hereof, based on the information available to the Company at such time, including without limitation, the ability to host the postponed Meeting at a later date, and the ability to find a suitable location which can accommodate an in-person shareholders’ meeting. 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 forward-looking information as a result of various risk factors. These factors include, among others, uncertainties arising from the COVID-19 pandemic, and general economic conditions or conditions in the financial markets. 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. Except as required by securities law, the Company does not intend, and does not assume any obligation, to update or revise any forward-looking information, whether as a result of new information, events or otherwise.

 

Copyright (c) 2021 TheNewswire – All rights reserved.



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