Stockwatch

Jinhua Capital Corp (3)
Symbol	JHC
Shares Issued	25,817,059
Close 2023-10-26	C$ 0.05
Market Cap	C$ 1,290,853
Recent Sedar+ Documents

Jinhua arranges $900K FT placement, $500K NFT placement

2023-11-06 19:23 ET - News Release

Subject: Jinhua Capital Corporation Re: News Release for dissemination Word Document File: '\\swfile\EmailIn\20231106 161534 Attachment 2023-11-06_Jinhua - News Release announcing Non-Brokered Private Placement of FT and NTF Units.docx' LEGAL_42581521.2 Jinhua Capital Corporation JHC:TSXV JINHUA CAPITAL CORPORATION Suite 2905 - 700 West Georgia Street Vancouver, British Columbia V7Y 1C6 Jinhua Announces $900,000 Flow-Through and $500,000 Non-Flow-Through Private Placements NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES VANCOUVER, BC - November 6 2023 - Jinhua Capital Corporation (TSX-V: JHC) (the "Company" or "Jinhua") is pleased to announce that it has arranged a non-brokered private placement (the "Offering") of up to 15,000,000 flow-through units ("FT Units") at a price of $0.06 per FT Unit for gross proceeds of up to $900,000 and up to 10,000,000 non-flow through units ("NFT Units") at a price of $0.05 per Unit for gross proceeds of up to $500,000. The Offering is expected to close in multiple tranches. Each FT Unit will consist of one flow-through common share of the Company as defined in the Income Tax Act (Canada) and one-half of a common share purchase warrant (each whole warrant, a "FT Warrant"). Each whole FT Warrant will entitle the holder to purchase one additional non-flow-through common share in the capital of the Company (a "FT Warrant Share") at a price of $0.10 per FT Warrant Share for a period of 18 months from the closing of the Offering, subject to acceleration of the expiry date to 15 days in the event that the price of the Company's common shares close at or above $0.25 for 10 consecutive trading days. Each NFT Unit will consist of one non-flow-through common share in the capital of the Company (a "NFT Share") and one share purchase warrant (a "NFT Warrant"). Each NFT Warrant will entitle the holder to purchase one additional non-flow-through common share in the capital of the Company (a "NFT Warrant Share") at a price of $0.05 per NFT Warrant Share for a period of six (6) months from the closing of the Offering. The Company may also pay eligible finders: (i) a cash fee equal to 8% of the gross proceeds raised from subscribers introduced by the finder; (ii) issue such finder the number of finder warrants ("Finder Warrants") as is equivalent to 4% of the number of FT Units or NFT Units, as applicable sold to subscribers introduced by the finder; and (iii) issue such finder the number of the company's common shares as is equivalent to 4% of the number of NFT Units or FT Units, as applicable sold to subscribers introduced by the finder. Each Finder Warrant shall entitle the holder thereof to purchase one additional common share at a price of $0.10 for 12 months from the closing of the Offering. The gross proceeds raised from the issuance of the FT Units will be used by the Company to incur exploration expenditures on the Company's resource claims in the province of Quebec and will constitute "Canadian exploration expenses" as defined in the Income Tax Act (Canada). The net proceeds raised from the issuance of the NFT Units will be used by the Company for exploration and development activities and for working capital and general corporate purposes Closing of the Offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including the TSX Venture Exchange. All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation. This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. About the Company Jinhua is a mineral exploration company focused on exploring the Pluto Gold and Base Metals Property located in the Dolomieu and Daubree Townships of Quebec. From time to time, the Company may also evaluate the acquisition of other mineral exploration assets and opportunities. For further information, please contact: Jia "Tony" Qian E: tri7venture@gmail.com Forward-Looking Statements This news release contains statements and information that, to the extent that they are not historical fact, constitute "forward-looking information" within the meaning of applicable securities legislation. Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking information, including, but not limited to, statements relating to the Company's financial performance, business development, results of operations, and those listed in filings made by the Company with the Canadian securities regulatory authorities (which may be viewed at www.sedarplus.ca). Accordingly, readers should not place undue reliance on any such forward-looking information. Further, any forward-looking statement speaks only as of the date on which such statement is made. New factors emerge from time to time, and it is not possible for the Company's management to predict all of such factors and to assess in advance the impact of each such factor on the Company's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. The Company does not undertake any obligation to update any forward-looking information to reflect information, events, results, circumstances or otherwise after the date hereof or to reflect the occurrence of unanticipated events, except as required by law including 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 news release. PDF Document File: Attachment 2023-11-06_Jinhua - News Release announcing Non-Brokered Private Placement of FT and NTF Units.pdf Jinhua Capital Corporation JHC:TSXV JINHUA CAPITAL CORPORATION Suite 2905 - 700 West Georgia Street Vancouver, British Columbia V7Y 1C6 Jinhua Announces $900,000 Flow-Through and $500,000 Non-Flow- Through Private Placements NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES VANCOUVER, BC November 6 2023 Jinhua Capital Corporation (TSX-V: JHC) (the "Company" or "Jinhua") is pleased to announce that it has arranged a non-brokered private placement (the "Offering") of up to 15,000,000 flow-through units ("FT Units") at a price of $0.06 per FT Unit for gross proceeds of up to $900,000 and up to 10,000,000 non-flow through units ("NFT Units") at a price of $0.05 per Unit for gross proceeds of up to $500,000. The Offering is expected to close in multiple tranches. Each FT Unit will consist of one flow-through common share of the Company as defined in the Income Tax Act (Canada) and one-half of a common share purchase warrant (each whole warrant, a "FT Warrant"). Each whole FT Warrant will entitle the holder to purchase one additional non-flow-through common share in the capital of the Company (a "FT Warrant Share") at a price of $0.10 per FT Warrant Share for a period of 18 months from the closing of the Offering, subject to acceleration of the expiry date to 15 days in the event that the price of the Company's common shares close at or above $0.25 for 10 consecutive trading days. Each NFT Unit will consist of one non-flow-through common share in the capital of the Company (a "NFT Share") and one share purchase warrant (a "NFT Warrant"). Each NFT Warrant will entitle the holder to purchase one additional non-flow-through common share in the capital of the Company (a "NFT Warrant Share") at a price of $0.05 per NFT Warrant Share for a period of six (6) months from the closing of the Offering. The Company may also pay eligible finders: (i) a cash fee equal to 8% of the gross proceeds raised from subscribers introduced by the finder; (ii) issue such finder the number of finder warrants ("Finder Warrants") as is equivalent to 4% of the number of FT Units or NFT Units, as applicable sold to subscribers introduced by the finder; and (iii) issue such finder the number of the company's common shares as is equivalent to 4% of the number of NFT Units or FT Units, as applicable sold to subscribers introduced by the finder. Each Finder Warrant shall entitle the holder thereof to purchase one additional common share at a price of $0.10 for 12 months from the closing of the Offering. The gross proceeds raised from the issuance of the FT Units will be used by the Company to incur exploration expenditures on the Company's resource claims in the province of Quebec and will constitute "Canadian exploration expenses" as defined in the Income Tax Act (Canada). The net proceeds raised from the issuance of the NFT Units will be used by the Company for exploration and development activities and for working capital and general corporate purposes Closing of the Offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including the TSX Venture Exchange. All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation. This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be LEGAL_42581521.2 offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. About the Company Jinhua is a mineral exploration company focused on exploring the Pluto Gold and Base Metals Property located in the Dolomieu and Daubree Townships of Quebec. From time to time, the Company may also evaluate the acquisition of other mineral exploration assets and opportunities. For further information, please contact: Jia "Tony" Qian E: tri7venture@gmail.com Forward-Looking Statements This news release contains statements and information that, to the extent that they are not historical fact, constitute "forward-looking information" within the meaning of applicable securities legislation. Forward- looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking information, including, but not limited to, statements relating to the Company's financial performance, business development, results of operations, and those listed in filings made by the Company with the Canadian securities regulatory authorities (which may be viewed at www.sedarplus.ca). Accordingly, readers should not place undue reliance on any such forward-looking information. Further, any forward-looking statement speaks only as of the date on which such statement is made. New factors emerge from time to time, and it is not possible for the Company's management to predict all of such factors and to assess in advance the impact of each such factor on the Company's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. The Company does not undertake any obligation to update any forward-looking information to reflect information, events, results, circumstances or otherwise after the date hereof or to reflect the occurrence of unanticipated events, except as required by law including 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 news release. LEGAL_42581521.2