Mr. Gorden Glenn reports
MINNOVA ANNOUNCES CLOSING OF PRIVATE PLACEMENT
Minnova Corp., further to its news releases of May 7, 2025, June 19, 2025, July 14, 2025, and July 22, 2025, has completed the final tranche of its non-brokered private placement financing for gross proceeds of $150,000 through the issuance of three million units at a price of five cents per unit.
Each unit comprised one common share of the company and one-half of one whole common share purchase warrant of the company. Each warrant entitles the holder thereof to purchase one common share at a price of 10 cents per common share for a period of two years from the date of issuance, provided, however, that should the closing price at which the common shares trade on the TSX Venture Exchange (or any such other stock exchange in Canada as the common shares may trade at the applicable time) exceed 20 cents for 20 consecutive trading days at any time following the date that is four months and one day after the date of issuance, the company may accelerate the warrant term, such that the warrants shall expire on the date that is 30 business days following the date a news release is issued by the company announcing the reduced warrant term.
Gross proceeds raised from the offering will be used for the company's PL mine, including permitting, resource expansion and exploration drill program planning, as well as for general working capital purposes. All securities issued in connection with the offering are subject to a hold period of four months plus a day from the date of issuance and the resale rules of applicable securities legislation.
The offering constituted a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, as an insider of the company subscribed for one million units pursuant to the offering. The company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the company is not listed on a specified market and the fair market value of the participation in the offering by the insider does not exceed 25 per cent of the market capitalization of the company in accordance with MI 61-101. The company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the of the offering, which the company deems reasonable in the circumstances in order to complete the offering in an expeditious manner.
About Minnova Corp.
Minnova is focused on the restart of its PL gold mine, which included completion of a positive feasibility study in 2018, using a long-term gold price of $1,250 (U.S.) per ounce. The study concluded the restart of the PL mine, at an average annual production rate of 46,493 ounces over a minimum five-year mine life, was economically robust. Importantly the global resource remains open to expansion, as does the reserve. The PL gold mine benefits from a short preproduction timeline forecast at 15 months, a valid underground mining permit (Environment Act 1207E), an existing 1,000-tonne-per-day processing plant, over 7,000 metres of developed underground ramp to a depth of minus 135 metres. The project is fully road accessible and close to existing mining infrastructure in the prolific Flin Flon greenstone belt of central Manitoba.
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