|By Marketwired .||
|July 2, 2014 04:15 PM EDT||
VANCOUVER, BC--(Marketwired - July 02, 2014) - Kivalliq Energy Corporation (TSX VENTURE: KIV)
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Kivalliq Energy Corporation (TSX VENTURE: KIV) ("Kivalliq") today announced a non-brokered private placement financing to raise gross proceeds of CDN$1.1 Million.
Kivalliq intends to raise the funds by issuing up to 5,000,000 units ("Units"), at the price of CAD$0.22 per Unit (the "Offering"). Each Unit consists of one common share issued on a "flow-through basis" (a "FT Share") pursuant to the Income Tax Act (Canada) and one-half of one non-transferable non-flow-through common share purchase warrant (a "Warrant"). Each whole Warrant will be exercisable into a non-flow-through common share of Kivalliq (a "Warrant Share") for a period of 24 months from the Closing Date at an exercise price of $0.28.
The Warrants will be subject to an acceleration clause, whereby, if the weighted average trading price of Kivalliq's shares on the TSX Venture Exchange (the "Exchange") is at a price equal to or greater than $0.50 for a period of 20 consecutive trading days, Kivalliq will have the right to accelerate the expiry date of the Warrants. Kivalliq will give written notice to the holders of the Warrants that the Warrants will expire within 30 days of the date of notice to the Warrant holders. Such notice by Kivalliq to the holders of the Warrants may not be given until 4 months and one day after the Closing.
Kivalliq will use the net proceeds of the Offering to fund mineral exploration in Saskatchewan and the Nunavut Territory, Canada. Eligible exploration expenditures will constitute "Canadian Exploration Expenses" and "Flow-Through mining expenditures", as defined in the Income Tax Act (Canada) which can be renounced to purchasers of the FT Shares for the 2014 taxation year.
Closing of the Offering is anticipated to occur on or about July 2, 2014 and is subject to receipt of applicable regulatory approvals, including the Exchange. The securities issued by Kivalliq in connection with the Offering are subject to a four month "hold period" as prescribed by the Exchange and applicable securities laws. A portion of the Offering may be subject to finders' fees.
The Offering is being made pursuant to prospectus exemptions in all provinces of Canada and in other jurisdictions as may be determined by Kivalliq. The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Kivalliq Energy Corporation
Kivalliq Energy Corporation (TSX VENTURE: KIV) is a Vancouver-based company exploring for uranium on the 491,154 acre Genesis Property located northeast of Saskatchewan's Athabasca Basin. In addition, the Company holds Canada's highest-grade uranium resource outside of Saskatchewan. Its flagship project, the 304,257 acre Angilak Property in Nunavut Territory, hosts the Lac 50 Trend with a NI 43-101 Inferred Resource of 2,831,000 tonnes grading 0.69% U
Kivalliq's team of northern exploration specialists recently entered into a property option agreement with Westham Resources Corp. (TSX VENTURE: WHR) to explore the Genesis uranium property in Saskatchewan. Kivalliq has also forged strong relationships with sophisticated resource sector investors and Angilak Property partner Nunavut Tunngavik Inc. ("NTI"). Kivalliq was the first company to sign a comprehensive agreement to explore for uranium on Inuit Owned Lands in Nunavut Territory, Canada and is committed to building shareholder value while adhering to high levels of environmental and safety standards and proactive local community engagement.
On behalf of the Board of Directors
James R. Paterson, CEO
Kivalliq Energy Corporation
Kivalliq Energy Corporation is a member of the Aurora Mineral Resource Group of companies, for more information please visit www.auroraresource.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.
Certain disclosures in this release constitute forward-looking statements that are subject to numerous risks, uncertainties and other factors relating to Kivalliq's operations as a mineral exploration company that may cause future results to differ materially from those expressed or implied in such forward-looking statements, including risks as to the completion of the plans and projects. Readers are cautioned not to place undue reliance on forward-looking statements. For disclosure related to the inferred resource for the Lac 50 Trend uranium deposit, please refer to Kivalliq's news release of March 1, 2013. Other than as required by applicable securities legislation, Kivalliq expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.