Aura Silver Resources Inc. (TSX-V: AUU) (“Aura Silver” or the “Company”) announces that it is undertaking a non-brokered private placement offering to raise gross proceeds of up to $600,000. The Company has applied for, and received, conditional approval from the TSX Venture Exchange for a waiver from the five-cent minimum price requirement. Under the terms of the proposed offering, Aura Silver would issue a minimum of 5,000,000 units for gross proceeds of $150,000 and a maximum of 20,000,000 units for gross proceeds of $600,000. The units would be issued at $0.03 (3 cents) per unit (the “Offering”).
Each unit consists of one common share of the Company and one common share purchase warrant. Each warrant entitles the holder to purchase one common share of the Company at a price of $0.05 per share for a period of 36 months following the date of issuance. Any securities issued under the Offering would be subject to a statutory hold period of four months and one day from the date of issuance.
The Offering will be conducted by the Company utilizing the Existing Security Holder Prospectus Exemption under OSC Rule 45-501 Ontario Prospectus and Registration Exemptions and other provincial equivalents (collectively, the “Existing Security Holder Exemptions”) as well as the “accredited investor” exemption under National Instrument 45-106 Prospectus and Registration Exemptions and also other exemptions available to the Company.
The Company will make the Offering available to all shareholders of the Company as of April 17, 2018 (the “Record Date”) who are eligible to participate under the Existing Security Holder Exemptions and who have notified the Company by no later than May 31, 2018 at 5:00 pm (Eastern) of their intention to participate in the Offering. The Existing Security Holder Exemptions limit a shareholder to a maximum investment of $15,000 unless the shareholder certifies in the subscription agreement that he or she has obtained advice regarding the suitability of the investment from a registered investment dealer or otherwise qualifies to rely on another private placement exemption.
In the subscription agreement, shareholders will be required to certify the number of common shares of the Company held as of the record date and the total number of units they wish to subscribe for at the specified price of $0.03 per unit. Each existing shareholder on the record date will be entitled to purchase that number of units equal to at least their pro rata share based on the common shares owned on the record date, subject to a $3,000 minimum subscription. Any additional available units will be allocated by the Company based on subscriptions received and units available. Orders will be processed by the Company on a first come, first served basis such that it is possible that a subscription received from a shareholder may not be accepted by the Company if the Offering is over subscribed. Any person who becomes a shareholder of the Company after the Record Date shall not be entitled to participate in the Offering under the Existing Security Holders Exemptions.
The aggregate proceeds raised under the Offering will be used for a combination of (i) working capital purposes, (ii) to co-fund a portion of the work expenditures on the Greyhound property in order to maintain or limit dilution of its 49% interest pursuant to the joint operating agreement with Agnico Eagle Mines Ltd., and (iii) for concession fee costs related to the Company’s Taviche, Mexico property. In the event that less than the maximum proceeds are raised, the Company may consider allowing its Taviche, Mexico concession to lapse. The Company has received a lapsing notice which must be cured by late May. No more than 25 percent of the proceeds from the Offering would be paid by way of fees or salary to Company management. No other payments would be made to related parties from the proceeds of the Offering.
Aura Silver may pay commissions to finders in connection with the Offering. Any finder fees paid would be in accordance with TSX Venture Exchange policies.
The offered securities will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons, except in certain transactions exempt from the registration requirements of the U.S. Securities Act. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, securities of the Company in the United States.
This Offering is subject to final acceptance of the TSX Venture Exchange.
About Aura Silver
Aura Silver is a TSX Venture listed company engaged in the acquisition, exploration and development of precious metal prospects in Canada (49% interest in the Greyhound project under operation by our partner Agnico Eagle Mines Ltd.) and in Oaxaca, Mexico (100% owned Taviche project). Aura Silver has 128,116,558 common shares outstanding.
For further information regarding this press release contact: Robert Boaz, President and CEO at (905) 403-8010 or by e-mail at firstname.lastname@example.org. Aura Silver’s web site is located at www.aurasilver.com.
This press release may contain forward looking statements that are made as of the date hereof and are based on current expectations, forecasts and assumptions which involve risks and uncertainties associated with our business including the uncertainty as to whether further exploration will result in the target(s) being delineated as a mineral resource, capital expenditures, operating costs, mineral resources, recovery rates, grades and prices, estimated goals, expansion and growth of the business and operations, the private placement financing activities of the Company, plans and references to the Company’s future successes with its business and the economic environment in which the business operates. All such statements are made pursuant to the ‘safe harbour’ provisions of, and are intended to be forward-looking statements under, applicable Canadian securities legislation. Any statements contained herein that are statements of historical facts may be deemed to be forward-looking statements. By their nature, forward-looking statements require us to make assumptions and are subject to inherent risks and uncertainties. We caution readers of this news release not to place undue reliance on our forward-looking statements as a number of factors could cause actual results or conditions to differ materially from current expectations. Please refer to the risks set forth in the Company’s most recent annual MD&A and the Company’s continuous disclosure documents that can be found on SEDAR at www.sedar.com. Aura Silver does not intend, and disclaims any obligation, except as required by law, to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
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 release.