03:30:38 EDT Sun 19 May 2024
Enter Symbol
or Name
USA
CA



Nevada King Gold Corp
Symbol NKG
Shares Issued 278,574,976
Close 2023-05-10 C$ 0.46
Market Cap C$ 128,144,489
Recent Sedar Documents

Nevada King increases private placement to $11.25M

2023-05-10 11:36 ET - News Release

Mr. Collin Kettell reports

NEVADA KING ANNOUNCES FURTHER UPSIZING OF OFFERING OF COMMON SHARES TO $16.25 MILLION

Nevada King Gold Corp. has further increased its previously announced non-brokered private placement financing from $10-million to $11.25-million. The non-brokered private placement was originally announced on May 1, 2023, and initially upsized on May 3, 2023. The non-brokered private placement is fully allocated and is expected to close on May 18, 2023. The company is also continuing with its previously announced brokered financing for gross proceeds of up to $5-million (the LIFE (listed issuer financing exemption) offering and, together with the non-brokered private placement, the offering). If the LIFE offering is completed for the maximum gross proceeds of $5-million, the aggregate gross proceeds from the offering are expected to be $16.25-million.

Highlights:

  • Nevada King has increased the non-brokered private placement primarily due to significant demand from existing shareholders and intends to raise gross proceeds of $11.25-million (previously announced to be $10-million) through the issuance of 25 million common shares of the company priced at 45 cents per common share.
  • There are no changes to the company's agreement with Canaccord Genuity Corp. on behalf of a syndicate of agents in connection with a previously announced LIFE offering of up to 11,111,111 common shares at a price of 45 cents per common share to raise additional gross proceeds of up to $5-million.
  • Company founder and chief executive officer Collin Kettell is subscribing for $2-million of the non-brokered private placement. The majority of the $11.25-million is being taken up by existing shareholders of the company.
  • Upon completion of the offering, and assuming the completion of the LIFE offering, Nevada King will have working capital in excess of $21.25-million to support advancement and drilling at the Atlanta gold mine project, Nevada.

The net proceeds of the offering are intended to be used to advance Nevada King's development- and exploration-stage assets, and for other general corporate purposes.

The issuance of the common shares under the offering remains subject to customary conditions, including, but not limited to, the receipt of all necessary approvals, inclusive of the approval of the TSX Venture Exchange.

The common shares to be issued under the non-brokered private placement are expected to be offered by way of applicable prospectus exemptions in accordance with National Instrument 45-106 -- Prospectus Exemptions to accredited investors. The common shares issued pursuant to the non-brokered private placement will be subject to the statutory hold period of four months from the date of issuance in accordance with applicable Canadian securities laws.

For further information regarding the LIFE offering, please see the company's news releases dated May 1, 2023, and May 3, 2023.

Related party participation in the offering

Certain insiders of the company, including Mr. Kettell (CEO and director), expect to participate in the non-brokered private placement. The participation by insiders in the offering constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). The company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the common shares purchased by insiders, nor the consideration for the common shares paid by such insiders, will exceed 25 per cent of the company's market capitalization. The company expects that the closings of the offering will occur within 21 days of this announcement and that it will not file a material change report in respect of the related party transaction at least 21 days before the closings. The company deems this circumstance reasonable in order to complete the offering in an expeditious manner. The offering has been unanimously approved by the company's board of directors. Further information regarding the interest in the offering of every related party and the effect that the offering will have on their percentage of securities of the company will be provided once finalized.

About Nevada King Gold Corp.

Nevada King is the third-largest mineral claim holder in the state of Nevada, behind Nevada Gold Mines (Barrick/Newmont) and Kinross Gold. Starting in 2016, the company has staked large project areas hosting significant historical exploration work along the Battle Mountain trend located close to current or former-producing gold mines. These project areas were initially targeted based on their potential for hosting multimillion-ounce gold deposits and were subsequently staked following a detailed geological evaluation. District-scale projects in Nevada King's portfolio include: (1) the 100-per-cent-owned Atlanta mine, located 100 kilometres southeast of Ely; (2) the Lewis and Horse Mountain-Mill Creek projects, both located between Nevada Gold Mines' large Phoenix and Pipeline mines; and (3) the Iron Point project, located 35 km east of Winnemucca, Nev. The company is well financed with cash of approximately $7.25-million as of April, 2023.

The Atlanta mine is a historical gold-silver producer with a National Instrument 43-101 (NI 43-101) compliant pit-constrained resource of 460,000 ounces Au in the measured and indicated category (11.0 M tonnes at 1.3 grams per tonne) plus an inferred resource of 142,000 ounces Au (5.3 M tonnes at 0.83 g/t). See the National Instrument 43-101 technical report on resources titled "Atlanta Property, Lincoln County, NV," with an effective date of Oct. 6, 2020, and a report date of Dec. 22, 2020, as prepared by Gustavson Associates and filed under the company's profile on SEDAR.

The scientific and technical information in this news release has been reviewed and approved by Calvin R. Herron, PGeo, who is a qualified person as defined by NI 43-101.

We seek Safe Harbor.

© 2024 Canjex Publishing Ltd. All rights reserved.