Westhaven Gold Corp. (TSX-V:WHN) (“Westhaven” or the
“Company”) has today entered into an agreement with
Raymond James Ltd. (the “Underwriter”) pursuant to which the
Underwriter has agreed to purchase, on a “bought deal” basis,
14,300,000 units of the Company (the “Units”) at a price of $0.70
per Unit, representing total gross proceeds of C$10 million (the
“Offering”).
Each Unit will consist of one common share of
the Company and one-half common share purchase warrant (each whole
common share purchase warrant, a “Warrant”). Each Warrant will
entitle the holder to acquire one common share of the Company for
an exercise price of $1.00 per share.
The Company has agreed to grant Raymond James
Ltd. an option (the "Over-Allotment Option"), exercisable in whole
or in part at the sole discretion of the Underwriter, at any time
for a period of 30 days from and including the closing of the
Offering, to purchase from the Company up to an additional 15% of
the Units sold under the Offering, on the same terms and conditions
of the Offering to cover over-allotments, if any, and for market
stabilization purposes.
The net proceeds from the Offering will be used
to fund the exploration and development of the Company’s mining
properties in British Columbia including Shovelnose, drilling to
complete a maiden resource estimate, working capital and general
corporate purposes.
The Units will be offered by way of short form
prospectus in each of the provinces of Canada (except the Province
of Quebec), pursuant to National Instrument 44-101 – Short Form
Prospectus Distributions. The Units will not be offered or sold in
the United States except under Rule 144A or in such other manner as
to not require registration under the United States Securities Act
of 1933, as amended.
The Offering is scheduled to close on or before
February 4, 2021 and is subject to certain conditions including,
but not limited to, receipt of all regulatory approvals, including
the approval of the TSX Venture Exchange and the applicable
securities regulatory authorities.
Westhaven benefits from the B.C. Mining
Exploration Tax Credit (METC) which is a permanent incentive to
support investment in mining. The METC is a refundable B.C. income
tax credit for eligible individuals and corporations conducting
grassroots mineral exploration in B.C. and is worth 30% of
qualified mining exploration expenditures.
The securities offered in the Offering have not
been, and will not be, registered under 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 press release shall not
constitute an offer to sell or the solicitation of an offer to buy
securities in the United States, nor will there be any sale of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
On behalf of the Board of
DirectorsWESTHAVEN GOLD CORP.
“Gareth Thomas”
Gareth Thomas, President, CEO & Director
About Westhaven:Westhaven is a gold-focused
exploration company advancing the high-grade discovery on the
Shovelnose project in Canada’s newest gold district, the Spences
Bridge Gold Belt. Westhaven controls 37,000 hectares (370 square
kilometres) with four 100% owned gold properties spread along this
underexplored belt. The Shovelnose property is situated off a major
highway, in close proximity to power, rail, large producing mines,
and within commuting distance from the city of Merritt, which
translates into low cost exploration. Westhaven is committed to the
highest standards of environmental and social responsibility with a
focus on generating positive outcomes and returns to all
stakeholders. Westhaven trades on the TSX Venture Exchange under
the ticker symbol WHN. For further information, please call
604-336-6921 or visit Westhaven’s website at
www.westhavengold.com
Cautionary note regarding
forward-looking statementsThis news release contains
certain "forward looking statements" and certain "forward-looking
information" as defined under applicable Canadian and U.S.
securities laws. Forward-looking statements and information can
generally be identified by the use of forward-looking terminology
such as "may", "will", "should", "expect", "intend", "estimate",
"anticipate", "believe", "continue", "plans" or similar
terminology. The forward-looking information contained herein is
provided for the purpose of assisting readers in understanding
management's current expectations and plans relating to the future.
Readers are cautioned that such information may not be appropriate
for other purposes.
Forward-looking statements and information
include, but are not limited to, statements in respect of the
proposed Offering including the proposed use of proceeds, the
closing date of the Offering and receipt of regulatory and stock
exchange approvals.
Forward-looking information is subject to known
and unknown risks, uncertainties and other factors that may cause
the actual actions, events or results to be materially different
from those expressed or implied by such forward-looking
information, including but not limited to: the requirement for
regulatory approvals; enhanced uncertainty in global financial
markets as a result of the current COVID-19 pandemic;
unquantifiable risks related to government actions and
interventions; stock market volatility; regulatory restrictions;
and other related risks and uncertainties.
Forward-looking information are based on
management of the parties' reasonable assumptions, estimates,
expectations, analyses and opinions, which are based on such
management's experience and perception of trends, current
conditions and expected developments, and other factors that
management believes are relevant and reasonable in the
circumstances, but which may prove to be incorrect.
Westhaven undertakes no obligation to update
forward-looking information except as required by applicable law.
Such forward looking information represents management's best
judgment based on information currently available. No
forward-looking statement can be guaranteed and actual future
results may vary materially. Accordingly, readers are advised not
to place undue reliance on forward-looking statements or
information.
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