/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES./
VANCOUVER, BC, July 28, 2020 /CNW/ - Kootenay Silver Inc.
("Kootenay" or the "Company") (TSXV: KTN), is pleased
to announce that, due to strong investor demand, it has agreed with
Mackie Research Capital Corporation, as lead agent and sole
bookrunner (the "Lead Agent"), on behalf of a
syndicate, including PI Financial Corp. (together with the Lead
Agent, the "Agents"), in connection with the previously
announced best efforts, private placement of units of the Company
(the "Units") at a price of $0.40 per Unit (the "Offering Price") to
increase the size of the offering for gross proceeds of up to
$7,000,000 (the
"Offering").
Each Unit will be comprised of one common share of the Company
(a "Common Share") and one-half of one Common Share purchase
warrant (each whole warrant, a "Warrant"). Each Warrant
shall be exercisable to acquire one Common Share (a "Warrant
Share") at a price of $0.55 per
Warrant Share for a period of 24 months from the closing of the
Offering.
The Company intends to use the net proceeds from the Offering
for working capital requirements and other general corporate
purposes.
The securities to be issued under the Offering will be offered
by way of private placement in each of the provinces of
Canada, other than Quebec, and such other jurisdictions as may be
determined by the Company, in each case, pursuant to applicable
exemptions from the prospectus requirements under applicable
securities laws.
The Offering is scheduled to close on or about the week of
August 20, 2020, or such date as
agreed upon between the Company and the Lead Agent (the
"Closing") and is subject to certain conditions including,
but not limited to, the receipt of all necessary approvals
including the approval of the Exchange. The Units to be issued
under the Offering will have a hold period of four months and one
day from Closing.
In connection with the Offering, the Agents will receive an
aggregate cash fee equal to 6.0% of the gross proceeds from the
Offering. In addition, the Company will grant the Agents, on date
of Closing, non-transferable compensation options (the
"Compensation Options") equal to 6.0% of the total number of
Units sold under the Offering. Each Compensation Option will
entitle the holder thereof to purchase one Unit (a "Compensation
Option Unit") at an exercise price per Compensation Option Unit
equal to the Offering Price for a period of 24 months following the
Closing.
The securities described herein have not been, and will not be,
registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or any state securities
laws, and accordingly, may not be offered or sold within
the United States except in
compliance with the registration requirements of the U.S.
Securities Act and applicable state securities requirements or
pursuant to exemptions therefrom. This press release does not
constitute an offer to sell or a solicitation to buy any securities
in any jurisdiction.
About Kootenay Silver Inc.
Kootenay Silver Inc. is an exploration company actively engaged
in the discovery and development of mineral projects in the Sierra
Madre Region of Mexico and in
British Columbia, Canada.
Supported by one of the largest junior portfolios of silver assets
in Mexico, Kootenay continues to
provide its shareholders with significant leverage to silver
prices. The Company remains focused on the expansion of its current
silver resources, new discoveries and the near-term economic
development of its priority silver projects located in the states
of Sonora, Sinaloa and Chihuahua, Mexico, respectively.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS:
Certain statements in this news release, referred to herein as
"forward-looking statements", constitute "forward-looking
statements" under the provisions of Canadian provincial securities
laws. These statements can be identified by the use of words such
as "expected", "may", "will" or similar terms.
Forward-looking statements are necessarily based upon a number
of factors and assumptions that, while considered reasonable by
Kootenay as of the date of such statements, are inherently subject
to significant business, economic and competitive uncertainties and
contingencies. Many factors, known and unknown, could cause actual
results to be materially different from those expressed or implied
by such forward-looking statements. Readers are cautioned not to
place undue reliance on these forward-looking statements, which
speak only as of the date made. Except as otherwise required by
law, Kootenay expressly disclaims any obligation or undertaking to
release publicly any updates or revisions to any such statements to
reflect any change in Kootenay's expectations or any change in
events, conditions or circumstances on which any such statement is
based.
Cautionary Note to US Investors: This news release
may contain information about adjacent properties on which we have
no right to explore or mine. We advise U.S. investors that the
SEC's mining guidelines strictly prohibit information of this type
in documents filed with the SEC. U.S. investors are cautioned that
mineral deposits on adjacent properties are not indicative of
mineral deposits on our properties. This news release may contain
forward-looking statements including but not limited to comments
regarding the timing and content of upcoming work programs,
geological interpretations, receipt of property titles, potential
mineral recovery processes, etc. Forward-looking statements address
future events and conditions and therefore involve inherent risks
and uncertainties. Actual results may differ materially from those
currently anticipated in such statements.
This press release uses the terms "Measured", "Indicated", and
"Inferred" resources. United
States investors are advised that while such terms are
recognized and required by Canadian regulations, the United States
Securities and Exchange Commission does not recognize them.
"Inferred Mineral Resources" have a great amount of uncertainty as
to their existence, and as to their economic and legal feasibility.
It cannot be assumed that all or any part of an Inferred Mineral
Resource will ever be upgraded to a higher category. Under Canadian
rules, estimates of Inferred Mineral Resources may not form the
basis of feasibility or other economic studies. United States investors are cautioned not to
assume that all or any part of Measured or Indicated Mineral
Resources will ever be converted into Mineral Reserves.
United States investors are also
cautioned not to assume that all or any part of a Mineral Resource
is economically or legally mineable.
SOURCE Kootenay Silver Inc.