Kivalliq Closes Financing
July 7, 2016
Not For Distribution To United States Newswire Services Or For Dissemination In The United States
Vancouver, British Columbia – Kivalliq Energy Corporation (TSX-V:KIV) (“Kivalliq”) today announced the closing of the previously announced, (See Kivalliq release June 21, 2016) non-brokered private placement financing to raise gross proceeds of CDN$400,000, to fund mineral exploration at Kivalliq’s wholly-owned properties in Canada.
Kivalliq has issued 4,000,000 units (“Units”), at the price of CDN$0.10 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-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 $0.15 per Warrant Share.
The Warrants are 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 $0.30 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 Date.
Kivalliq will use the net proceeds of the Offering for eligible exploration expenditures, which will constitute “Canadian Exploration Expenses” (“CEE”) that are “Flow-Through mining expenditures”, as defined in the Income Tax Act which can be renounced to purchasers of the FT Shares for the 2016 taxation year in the aggregate amount of not less than the total amount of the gross proceeds raised from the Offering. The CEE shall be incurred no later than December 31, 2017.
Closing 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. The Offering is subject to finders’ fees payable of 240,000 finders’ warrants, with terms identical to the Warrants issued as part of the Units sold in the Offering.
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.
Jeff Ward, P.Geo., President of Kivalliq and a Qualified Person for Kivalliq, has reviewed and approved the scientific and technical information contained in this release.
About Kivalliq Energy Corporation
Kivalliq Energy Corporation (TSX-V: KIV) is a Vancouver-based company with a portfolio of high-quality uranium exploration projects in Canada. Kivalliq holds Canada’s highest-grade uranium resource outside of Saskatchewan. The Company’s flagship project, the 101,111 hectare 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% U3O8, totaling 43.3 million pounds U3O8. Kivalliq’s comprehensive exploration programs continue to demonstrate the “District Scale” potential of the Angilak Property. For disclosure related to the inferred resource for the Lac 50 Trend uranium deposits, please refer to Kivalliq’s news release of March 1, 2013.
In Saskatchewan, Kivalliq holds a 100% interest in the recently acquired 13,711 hectare Hatchet Lake Property adjacent to the north-eastern margin of the highly prolific uranium-producing Athabasca Basin. Compilation of results from previous exploration by Hathor Exploration Limited and Rio Tinto have identified multiple, priority unconformity-related basement targets at Hatchet Lake that were followed up in 2015.
Kivalliq also holds a 100% interest in the 200,677 hectare Genesis Property located northeast of Saskatchewan’s Athabasca Basin, with Roughrider Exploration Limited funding the current exploration program pursuant to an option to acquire up to an 85% interest in the property. This highly prospective project is located along the Wollaston-Mudjatik trend and extends 90 km northeast from Wollaston Lake to the Manitoba border.
Kivalliq’s team of northern exploration specialists has 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
For further information about, Kivalliq Energy Corporation or this news release, please visit our website at www.kivalliqenergy.com or contact Investor Relations toll free at 1.888.331.2269, at 604.646.4527, or by email at [email protected].
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. 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.