Uranium Valley Mines Announces Closing of $390,000 Private Placement Financing
23 SEPTEMBER 2016
Val-d’Or, Québec – September 23, 2016 – Uranium Valley Mines Ltd. (NEX:VZZ.H) (the “Company”) is pleased to announce that it has closed its previously announced non-brokered private placement offering (the “Financing”) for gross proceeds of $390,000, having issued:
291,666 flow-through units (the “FT Units”) at a per FT Unit price of $0.12 for gross proceeds of $35,000, each FT Unit consisting of one common share in the capital of the Company issued on a flow-through basis under the Canada Income Tax Act and one-half of one non-transferable non- flow-through common share purchase warrant, each whole warrant entitling the holder to purchase one non-flow-through common share in the capital of the Company at a per share price of $0.15 until September 23, 2017; and
4,733,333 units (the “Units”) at a per Unit price of $0.075 for gross proceeds of $355,000, each Unit consisting of one non-flow-through common share in the capital of the Company and one non-transferable common share purchase warrant entitling the holder to purchase one common share in the capital of the Company at a per share price of $0.10 until September 23, 2017.
The Financing was oversubscribed by 733,333 Units (for additional gross proceeds of $55,000) to that previously announced by the Company on August 24, 2016, with the flow-through portion of the Financing being undersubscribed.
In connection with the Financing, the Company paid finder’s fees to various parties having issued an aggregate 258,666 common shares at a deemed per share price of $0.075 in satisfaction of an aggregate $19,400 representing 8% of the purchase proceeds received from subscribers introduced to the Company by the finders, plus the Company issued to the finders non-transferable warrants entitling the purchase of an aggregate 258,666 common shares at a per share price of $0.10 until September 23, 2017, representing 8% of the number of Units placed with the assistance of the finders.
In accordance with applicable securities legislation and the policies of the TSX Venture Exchange, all securities issued under the Financing, including securities issued in satisfaction of finder’s fees, are subject to a hold period until January 24, 2017.
Gross proceeds from the sale of FT Units will be used by the Company for exploration of the Porcupine Miracle Prospect – four contiguous and unpatented mining claims comprising an aggregate of 64 hectares located in the Southwestern corner of Langmuir Township, which is approximately 20 miles southeast of Timmins, Ontario. Net proceeds from the sale of non-flow-through Units will be used by the Company for general corporate purposes.
Two directors of the Company participated in the Financing, which resulted in related party considerations pursuant to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on the exemptions contained in section 5.5(a) of MI 61-101 for an exemption from the formal valuation requirement and section 5.7(1)(a) of MI 61-101 for an exemption from the minority approval requirement as the fair market value of the transaction insofar as it involved interested parties did not exceed 25% of the Company’s market capitalization. As a result of his participation in the Financing, the shareholding percentage in the Company of Glenn J. Mullan, a director and the Chief Executive Officer of the Company, increased from approximately 2.5% to approximately 6.7%.
This news release contains certain statements that may be deemed “forward-looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or realities may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by law, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.
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 news release.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. .PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.