Not for Distribution to United States Wire
Services or Dissemination in The United States
Inventus Mining Corp. (TSX VENTURE: IVS)
(“Inventus” or the “Company”) today announces a private placement
financing comprising the sale of 5,000,000 units
(“
Units”), to be sold at $0.15 per Unit for gross
proceeds of $750,000 (the “
Offering”). Each Unit
will consist of one common share (“
Common Share”)
and one common share purchase warrant (“
Warrant”).
Each common share purchase Warrant will entitle the holder to
acquire one Common Share for $0.25 for a period of two years after
the closing of the Offering. All securities issued in conjunction
with the Offering are subject to a hold period of four months and
one day after closing.
Proceeds of the Offering will be used to fund
the Pardo Project and general corporate purposes.
The Offering of the Units is subject to the
receipt of all required corporate and regulatory approvals
including the approval of the TSX Venture Exchange
(“TSXV”).
A portion of the Offering, excluding Units
purchased by insiders of the Company, will be brokered by Pollitt
& Co. Inc. and Canaccord Genuity Wealth Management
(collectively the “Brokers”). Inventus has agreed
to pay the Brokers a 6% cash commission, and 6% broker warrants on
the portion of the Offering raised by the Brokers. Each broker
warrant will be exercisable into a Unit at $0.15 per Unit for a
period of one year.
Related Party Transaction
In connection with the Offering, Evanachan
Limited, a company owned and controlled by Robert McEwen has agreed
to acquire 1,200,000 Units for gross proceeds of approximately
$180,000. As a result of holding 10% or more of the issued and
outstanding common shares of the Company, Robert McEwen is an
“insider” of the Company. The acquisition of 1,200,000 Units by
Evanachan Limited in connection with the Offering will be
considered a "related party transaction" pursuant to Multilateral
Instrument 61-101- Protection of Minority Security
Holders in Special Transactions ("MI 61-101")
requiring the Company, in the absence of exemptions, to obtain a
formal valuation for, and minority shareholder approval of, the
“related party transaction”. The Company is relying on an exemption
from the formal valuation requirements of MI 61-101 available
because no securities of the Company are listed on specified
markets, including the TSX, the New York Stock Exchange, the
American Stock Exchange, the NASDAQ or any stock exchange outside
of Canada and the United States other than the Alternative
Investment Market of the London Stock Exchange or the PLUS markets
operated by PLUS Markets Group plc. The Company is also relying on
the exemption from minority shareholder approval requirements set
out in MI 61-101 as the fair market value of the participation in
the Offering by Evanachan Limited does not exceed 25% of the market
capitalization of the Company, as determined in accordance with MI
61-101.
Upon closing of the Offering, in satisfaction of
the requirements of the National Instrument 62-104 - Take-Over Bids
And Issuer Bids and National Instrument 62-103 - The Early Warning
System and Related Take-Over Bid and Insider Reporting Issues an
early warning report respecting the acquisition of Units by Robert
McEwen will be filed under the Company’s SEDAR Profile at
www.sedar.com
About Inventus Mining Corp.
Inventus is a mineral exploration company
focused on the world-class mining district of Sudbury, Ontario. Our
principal asset is a 100% interest in the Pardo Paleoplacer Gold
Project located 65 km northeast of Sudbury. Pardo is the first
important paleoplacer gold discovery found in North America.
Inventus has 106,971,069 common shares outstanding (117,265,235
shares on a fully diluted basis).
Visit http://www.inventusmining.com for more
information.
For further information, please contact:
Mr. Stefan SpearsChairman and CEOInventus Mining Corp.Tel: (647)
258-0395 x280E-mail: info@inventusmining.com
Neither TSX-V nor its Regulation Services
Provider (as that term is defined in the policies of the TSX-V)
accepts responsibility for the adequacy or accuracy of this
release. No stock exchange, regulation services provider,
securities commission or other regulatory authority has approved or
disapproved the information contained in this news
release.
Forward-Looking Statements
This News Release includes certain
“forward-looking statements” which are not comprised of historical
facts. Forward-looking statements include estimates and statements
that describe the Company’s future plans, objectives or goals,
including words to the effect that the Company or management
expects a stated condition or result to occur. Forward-looking
statements may be identified by such terms as “believes”,
“anticipates”, “expects”, “estimates”, “may”, “could”, “would”,
“if”, “yet”, “potential”, “undetermined”, “objective”, or “plan”.
Since forward-looking statements are based on assumptions and
address future events and conditions, by their very nature they
involve inherent risks and uncertainties. Although these statements
are based on information currently available to the Company, the
Company provides no assurance that actual results will meet
management’s expectations. Risks, uncertainties and other factors
involved with forward-looking information could cause actual
events, results, performance, prospects and opportunities to differ
materially from those expressed or implied by such forward-looking
information. Forward looking information in this news release
includes, but is not limited to, the Company’s objectives, goals or
future plans, statements, exploration results, potential
mineralization, the estimation of mineral resources, exploration
and mine development plans, timing of the commencement of
operations and estimates of market conditions. Factors that could
cause actual results to differ materially from such forward-looking
information include, but are not limited to the failure to identify
mineral resources, failure to convert estimated mineral resources
to reserves, the inability to complete a feasibility study which
recommends a production decision, the preliminary nature of
metallurgical test results, delays in obtaining or failures to
obtain required governmental, environmental or other project
approvals, political risks, inability to fulfill the duty to
accommodate First Nations and other indigenous peoples,
uncertainties relating to the availability and costs of financing
needed in the future, changes in equity markets, inflation, changes
in exchange rates, fluctuations in commodity prices, delays in the
development of projects, capital and operating costs varying
significantly from estimates and the other risks involved in the
mineral exploration and development industry, and those risks set
out in the Company’s public documents filed on SEDAR. Although the
Company believes that the assumptions and factors used in preparing
the forward-looking information in this news release are
reasonable, undue reliance should not be placed on such
information, which only applies as of the date of this news
release, and no assurance can be given that such events will occur
in the disclosed time frames or at all. The Company disclaims any
intention or obligation to update or revise any forward-looking
information, whether as a result of new information, future events
or otherwise, other than as required by law.
Inventus Mining (TSXV:IVS)
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