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Tocvan Ventures amends private placement

2021-03-04 18:06 ET - News Release

Mr. Derek Wood reports

TOCVAN ANNOUNCES AMENDED PRIVATE PLACEMENT

Tocvan Ventures Corp.'s previously disclosed non-brokered private placement announced on Jan. 28, 2021, has been amended from U.S. to Canadian dollars and will now consist of the issuance of up to 2.5 million units at 60 cents per unit, for gross proceeds of up to $1.5-million. Each unit comprises one common share of the company and one share purchase warrant. Each warrant will entitle the holder to acquire one additional share in the capital of the company at a price of 75 cents for a period of 18 months from the date the units are issued, subject to the accelerated expiry provision described below. The company may pay finder fees and finder warrants to eligible finders.

If, on any 10 consecutive trading days occurring after four months and one day has elapsed following the closing date of the offering, the closing sales price of the shares (or the closing bid, if no sales were reported on a trading day) as quoted on the Canadian Securities Exchange is greater than $1.25 per common share, the company may provide notice in writing to the holders of the warrants by issuance of a press release that the expiry date of the warrants will be accelerated to the 30th day after the date on which the company issues such press release.

Closing of the offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including that of the 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 in Canada, as well as the required legend under applicable U.S. securities legislation. The proceeds from the offering will be used for general working capital purposes.

About Tocvan Ventures Corp.

Tocvan is a well-structured exploration mining company. Tocvan was created in order to take advantage of the prolonged downturn the junior mining exploration sector, by identifying and negotiating interest in opportunities where management feels it can build upon previous success. Tocvan Ventures currently has approximately 24.5 million shares outstanding, and is earning into two exiting opportunities, the Pilar gold project in the Sonora state of Mexico and the Rogers Creek project in Southern British Columbia. Management feels both opportunities represent tremendous opportunity.

We seek Safe Harbor.

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