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CALGARY, April 13, 2017 /CNW/ - PRIZE MINING
CORPORATION ("Prize" or the "Company") (NEX:PRZ.H) is pleased
to announce it has closed the previously announced acquisition of
1994854 Alberta Ltd. ("199") (the "Acquisition"). In
addition, Prize also completed its previously announced private
placement (the "Financing") for proceeds of $6 million. The Financing was increased
from $3.5 million in response to
market demand.
The Acquisition
Prize issued an aggregate of 28,525,000 common shares
("Acquisition Shares") on April 11,
2017 in exchange for all of the outstanding shares of
199. A total of 28,000,000 of the Acquisition Shares are
subject to contractual resale restrictions. These restrictions
expire in respect of 10% of the Shares on the closing date and in
respect of an additional 15% of the Acquisition Shares on each of
the 6, 12, 18, 25, 30, and 26 month anniversaries of the closing
date. Completion of the Acquisition is subject to the TSX Venture
Exchange (the "TSXV") acceptance.
In connection with the completion of the Acquisition,
David Schmidt, has joined the Prize
Board of Directors, which is now comprised of Feisal Somji, Timothy
Bergen, Bryson Goodwin and
David Schmidt. Mr. Schmidt completed
his Bachelor of Applied Science (Mining) at the University of British Columbia in May, 2000, and
since then has been working as a self-employed consultant to
mineral exploration companies. He assists with financings,
corporate and financial disclosure and corporate development. Mr.
Schmidt is also currently a director of several other public
companies.
199 is a private Alberta
company. 199 entered into option agreement with Apex
Resources Inc. (TSXV: APX) ("Apex") pursuant to which 199 has an
option to earn an 80% interest in Apex's Kena and Daylight
Gold-Copper Properties (the "Kena Project") located in the
Nelson area of British Columbia, Canada by making annual cash
and share payments and completing $3,000,000 in Kena Project related exploration
expenditures over four years. 199 does not have any interests
in any other mining assets. For additional information regarding
the Kena Project please refer to the Company's news release of
December 29, 2016 and to the
technical report entitled "Technical Report for the Kena Project,
Nelson, BC", and dated
January 16, 2017 with an effective
date of January 7, 2017, a copy of
which is available on the Company's SEDAR profile at
www.sedar.com.
The Financing
The Financing was completed on April 11,
2017 for total gross proceeds of $5,999,949.55. The Company issued 14,285,285
units (the "Units") at a price of $0.35 for proceeds of $4,999,849.75 and 2,222,444 flow-through shares
(the "Flow-Through Shares") at a price of $0.45 for proceeds of $1,000,099.80. Each Unit was comprised of one
common share of the Company (each a "Common Share") and one half of
one common share purchase warrant (each a "Warrant"). Each whole
Warrant will be exercisable into one Common Share (the "Warrant
Share") at a price of $0.75 per
Warrant Share for a period of 24 months from the closing date of
the Offering (the "Warrant Expiry Date"). If, at any time after
August 12, 2017, the closing price of
the outstanding Common Shares of the Corporation on the TSX
Venture Exchange (the "TSXV") is greater than $0.85 for a minimum of 10 consecutive trading
days (whether or not trading of the common shares occurs on such
days, provided that the common shares trade on at least five of
such trading days), the Warrants will be subject to an accelerated
expiration at the option of the Corporation, triggered by the
Corporation providing the Holder with notice of such accelerated
expiration (the "Early Termination Notice"). Upon delivery of the
Early Termination Notice, the Warrants shall expire at 5:00 p.m., Calgary,
Alberta time, on the 30th calendar day after giving the
Early Termination Notice.
The proceeds of the Financing will be used to fund a
$150,000 work program on the Kena
Project, to pursue asset acquisitions and for general corporate
purposes. Refer to Prize's news release of February 21, 2017 for details of the work program
to be conducted on the Kena Project.
All Common Shares issued in connection with the Financing are
subject to a four-month hold period that expires on August 12, 2017. In connection with the
closing of the Financing, Prize paid finders' fees to eligible
parties. Finders acting in connection with the closing of the
Financing received cash payments in the aggregate amount of
$317,159.14 together with
881,343 finders' warrants (the "Finder Warrants"). Each Finder
Warrant is exercisable by the holder to purchase one Common Share
at a price of $0.75 for a period of
24 months from the closing date of the Offering at any time prior
to 5:00 p.m. (Calgary Time) after
August 12, 2017.
The Corporation now has 50,691,869 Common Shares issued and
outstanding.
Completion of the Financing is subject to the final acceptance
of the TSXV.
Graduation
The TSXV has also conditionally accepted Prize's application for
reactivation and graduation to the TSXV as a Tier 2 mining issuer
(the "Graduation"). Final materials will be submitted to the
TSXV on April 12, 2017 to obtain
final acceptance of the Graduation.
About Prize
Prize is a Calgary based junior
mining issuer with offices in Calgary,
Alberta and is listed on the NEX board of the TSX Venture
Exchange. Prize is engaged in the acquisition, exploration and
development of mining properties.
Reader Advisory
Forward-Looking Statements. This news release contains
forward-looking statements. More particularly, this document
contains statements concerning the Graduation and the work program
proposed for the Kena Project. Forward-looking information is
frequently characterized by words such as "plan", "expect",
"project", "intend", "believe", "anticipate", "estimate",
"scheduled", "potential", or other similar words, or statements
that certain events or conditions "may", "should" or "could"
occur.
The forward-looking statements are based on certain key
expectations and assumptions made by Prize, including expectations
and assumptions concerning timing of receipt of required regulatory
approvals and third party consents. Although Prize believes that
the expectations and assumptions on which the forward-looking
statements are based are reasonable, undue reliance should not be
placed on the forward-looking statements because Prize can give no
assurance that they will prove to be correct. Since forward-looking
statements address future events and conditions, by their very
nature they involve inherent risks and uncertainties. Actual
results could differ materially from those currently anticipated
due to a number of factors and risks. These include, but are not
limited to, risks that required shareholder, regulatory and third
party approvals and consents are not obtained on terms satisfactory
to the parties within the timelines provided for and risks that
other conditions to the completion of the transactions are not
satisfied on the timelines set forth in this news release or at
all.
The reader is cautioned that assumptions used in the preparation
of such information, although considered reasonable by the Company
at the time of preparation, may prove to be incorrect and readers
are cautioned not to place undue reliance on forward-looking
information, which speaks only as of the date hereof. The Company
does not undertake any obligation to release publicly any revisions
to forward-looking information contained herein to reflect events
or circumstances that occur after the date hereof or to reflect the
occurrence of unanticipated events, except as may be required under
applicable securities laws.
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.
SOURCE Prize Mining Corporation