VVC Announces New Private Placement Closing, Debt Conversion, Acquisition of Samalayuca Shares and Grant of Options
Sep 28, 2020

VVC Exploration Corporation ("VVC" or the "Company") (TSX-V:VVC) announces the following:


Q2 Financials


The Company's unaudited Financials for the Quarter Ended July 31, 2020 and the accompanying Management's Discussion and Analysis were filed on SEDAR on September 25 and will be uploaded to the Company's website.


Private Placement Financing


VVC has closed subscriptions on a non-brokered private placement of units of the Company at a price of CA$0.05 per Unit, whereby each Unit consists of one common share ("Share") and one common share purchase warrant ("Warrant") entitling the holder to purchase one additional Share of the Company for a period of three years from Closing, at an exercise price of CA$0.075 per share. Aggregate subscriptions amount to CA$2,876,310 (or US$2,177,000) representing 57,526,200 Units. One insider, the COB of the Company, subscribed for US$50,000. The Company will pay a Finder's Fee of US$52,150 to two arm's length finders, of which US$8,400 will be paid in cash and the balance will be settled by the issuance of 1,169,500 Shares and Warrants.


The Company expects to close the Private Placement on September 30, subject to the final acceptance of the TSXV. All securities to be issued pursuant to the offering will be subject to the applicable statutory, exchange and regulatory hold period of four months and any other required resale restrictions. The securities to be issued have not and will not be registered under the US Securities Act of 1933, as amended, or any state securities laws.


Net proceeds of the Financing, after paying the general costs of the issue and the cash portion of the Finder's Fee, will be used as needed for (a) development on the Kaity Property in Chihuahua, Mexico, including costs associated with various permits, metallurgical bench testing of the copper mineralization, and investigation, evaluation, planning and implementation of the Gloria Pilot Mining Project, (b) property option payments in Mexico, (c) reserve for future acquisitions, (d) current accounts payable, (e) general administrative expenses, and (f) working capital.


Debt Conversion


In conjunction with the Private Placement Financing, the Company is also settling an aggregate $91,205 of indebtedness by the issuance 1,824,100 Shares and 879,800 Warrants (collectively the "Units"). The Units being issued, the terms of the Warrants included in the Units and the applicable resale restrictions will the same as those for the Units issued through the Private Placement. One insider, the CEO of the Company is participating by converting $47,215 owed to him, however he will not receive any Warrants.


Acquisition of Samalayuca Shares


The Company finalized an agreement with Micose S.A. de C.V. for the acquisition of 33,333 shares of Samalayuca Cobre S.A. de C.V. ("SCSA") in consideration for cash payments of US$200,000 and issuance of 3,000,000 VVC Shares (the "VVC-Micose transaction"). Subject to all conditions precedent been satisfied in Mexico and obtaining TSXV approval, the Shares will be issued and a first payment of $100,000 made on Closing, with the remaining cash payments to be made over a period 120 days following receipt the Explosive Permit in Mexico.


The due diligence has been completed with respect to the Amending Agreement Orford and IAP (News release of September 1), and the SCSA Shares to be acquired thereunder. The Company is now proceeding with an application to the TSXV for an amendment to their approval of the previous option agreement with Orford and IAP, as reflected in the Amending Agreements. The VVC-Micose Transaction will be submitted to the TSXV at the same time. The Company expects all transactions to be completed and closed in early November, but no later than December 31, following which the Company will own all of the issued and outstanding SCSA Shares.


SCSA is the owner of the Kaity Property where the Gloria Cooper Project is located. A National Instrument (NI) 43-101 Technical Report on the Kaity Property by Jacques Marchand P.Eng. Geology, dated April 21, 2019, was filed on SEDAR on May 7, 2019.


Stock Option Plan and Option Grants


The TSX Venture Exchange ("TSXV") has accepted for filing the Stock Option Plan ("SOP") approved by shareholders on August 28. The SOP is being filed on SEDAR and uploaded to the Company's website.


The Board granted incentive stock options ("Options") under the SOP, to officers, directors and consultants of the Company, to purchase up to an aggregate of 11,950,000 common shares, representing about 2.9% of the outstanding shares of the Company. The Options are exercisable at a price of CA$0.05 per share expiring September 28, 2030. Pursuant to the TSX Venture Exchange policies, the exercise price was fixed at the minimum allowable price. The Options, granted in accordance with the provisions of the SOP, are subject to the TSX Venture Exchange policies and the applicable securities laws. Of the Options granted, 27.2% were to Officers, 49.8% to Directors, and 23.0% to Employees/Consultants of the Company.


Risk Factors


The Company’s business involves a variety of operational, financial and regulatory risks that are typical in the natural resource industry. These risk factors are more fully described in the "Financial Instruments and Risk Management" section and the "Business Risks" section of its Management's Discussion & Analysis (MD&A) which are prepared quarterly in conjunction with its Financial Statements and filed on SEDAR (www.sedar.com).

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