/NOT FOR DISSEMINATION, DISTRIBUTION, RELEASE, OR
PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR FOR DISTRIBUTION TO U.S.
NEWSWIRE SERVICES/
TORONTO, ON, Nov. 20, 2020 /CNW/ - Eskay Mining Corp.
("Eskay" or the "Company")
(TSXV:ESK)(OTCQB:ESKYF)(Frankfurt:KN7)(WKN: A0YDPM) is pleased to
announce that it has entered into an agreement with Echelon Wealth
Partners Inc. and Eight Capital as co-lead agents (the
"Agents") that have agreed to sell, on a "best efforts"
private placement basis, up to approximately $10,000,000 of units (the "Units"),
traditional flow-through shares (the "FT Shares"), and
flow-through units (the "FT Units", and with the Units and
FT Shares collectively, the "Offered Securities") of the
Company (the "Offering") at a price of $0.90 per Unit (the "Unit Issue Price"),
$1.05 per FT Share, and $1.25 per FT Unit.
Each Unit and Each FT Unit will consist of one common share of
the Company and one-half of one common share purchase warrant (each
whole warrant a "Warrant"), with each Warrant entitling the
holder thereof to acquire one common share of the Company (a
"Warrant Share") at a price $1.30 for a period of two years following the
closing of the Offering.
The Company has also granted the Agents an option to purchase up
to an additional 20% of Offered Securities, in such proportion of
Units, FT Shares, and FT Units as the Agents may determine,
exercisable at any time until 48 hours prior to Closing.
It is anticipated that the net proceeds from the Offering will
be used to fund the Company's exploration activities, and for
general corporate purposes. The gross proceeds received by
the Company from the sale of the FT Shares and FT Units will be
used to incur Canadian Exploration Expenses ("CEE") that are
"flow-through mining expenditures" (as such terms are defined in
the Income Tax Act (Canada)) on
the Company's properties in British
Columbia, which will be renounced to the subscribers with an
effective date no later than December 31,
2020, in the aggregate amount of not less than the total
amount of the gross proceeds raised from the issue of FT Shares and
FT Units.
The Agents will receive a cash commission (the
"Commission") equal to 6.0% of the gross proceeds from the
Offering, excluding gross proceeds from the issuance of Offered
Securities on a president's list (the "President's List")
for which a commission of 3.0% of such gross proceeds will be paid
by the Company to the Agents. The Company shall issue to the
Agents compensation options (the "Compensation Options")
equal to 6.0% of the number of Offered Securities sold under the
Offering excluding the President's List and 3.0% of the number of
Offered Securities sold under the Offering to subscribers on the
President's List. Each Compensation Option shall entitle the
holder thereof to subscribe for one Unit at the Unit Issue Price
for a period of 24 months from the Closing Date.
The Offering is scheduled to close on or about December 11, 2020 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary regulatory and other approvals including the approval of
the TSX Venture Exchange and the securities regulatory
authorities.
The securities to be offered pursuant to the Offering have not
been, and will not be, registered under the U.S. Securities Act of
1933, as amended (the "U.S. Securities Act") or any U.S.
state securities laws, and may not be offered or sold in
the United States or to, or for
the account or benefit of, United
States persons absent registration or any applicable
exemption from the registration requirements of the U.S. Securities
Act and applicable U.S. state securities laws. This news release
shall not constitute an offer to sell or the solicitation of an
offer to buy securities in the United
States, nor shall there be any sale of these securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Eskay Mining Corp:
Eskay Mining Corp (TSX-V:ESK) is a TSX Venture Exchange listed
company, headquartered in Toronto,
Ontario. Eskay is an exploration company focused on the
exploration and development of precious and base metals along the
Eskay rift in a highly prolific region of northwest British Columbia known as the "Golden
Triangle," approximately 70km northwest of Stewart, BC. The Company currently holds
mineral tenures in this area comprised of 177 claims (130,000
acres).
All material information on the Company may be found on its
website at www.eskaymining.com and on SEDAR at www.sedar.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.
Forward-Looking Statements: This Press
Release contains forward-looking statements that involve risks and
uncertainties, which may cause actual results to differ materially
from the statements made. When used in this document, the words
"may", "would", "could", "will", "intend", "plan", "anticipate",
"believe", "estimate", "expect" and similar expressions are
intended to identify forward-looking statements. Such statements
reflect our current views with respect to future events and are
subject to risks and uncertainties. Many factors could cause our
actual results to differ materially from the statements made,
including those factors discussed in filings made by us with the
Canadian securities regulatory authorities. Should one or more of
these risks and uncertainties, such as actual results of current
exploration programs, the general risks associated with the mining
industry, the price of gold and other metals, currency and interest
rate fluctuations, increased competition and general economic and
market factors, occur or should assumptions underlying the forward
looking statements prove incorrect, actual results may vary
materially from those described herein as intended, planned,
anticipated, or expected. We do not intend and do not assume any
obligation to update these forward-looking statements, except as
required by law. Shareholders are cautioned not to put undue
reliance on such forward-looking statements.
SOURCE Eskay Mining Corp.