Latest news with #MultilateralInstrument61-101


Cision Canada
5 days ago
- Business
- Cision Canada
GOLDEN SHIELD ANNOUNCES CLOSE OF OVER-SUBSCRIBED PRIVATE PLACEMENT
VANCOUVER, BC, June 27, 2025 /CNW/ - Golden Shield Resources Inc. (CSE: GSRI) (FRA: 4LE0) (the " Company" or " Golden Shield") is pleased to announce that it has closed its over-subscribed financing (the " Financing") through the issuance of 6,596,333 common shares (the " Shares") of the Company at a price of $0.15 per Share, for gross proceeds of $989,450. No finder's fees were paid on the Financing. The Company intends to use the net proceeds from the Offering corporate and general working capital purposes, as well as for exploration expenditures at the Company's Marudi Mountain Property. Securities issued under the Offering are subject to a statutory hold period which will expire four months and one day from the date of closing of the Offering. In connection with the Financing, insiders of the Company subscribed for 1,653,333 Shares and a former director subscribed for 24,000 Shares in a shares for debt exchange for an aggregate total of $248,000 of debt fulfilled. Each subscription under the Financing by an insider is considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company did not file a material change report more than 21 days before the expected closing date of the Financing as the details of the Financing and the participation therein by the insiders were not settled until shortly prior to the closing of the Offering, and the Company wished to close the Financing on an expedited basis for sound business reasons. The Company relied on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on section 5.5(b) of MI 61-101 as the Company is not listed or quoted on a "specified market" (as defined in MI 61-101). Additionally, the Company is exempt from the minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves the insiders, was not more than, and from the minority shareholder approval requirements of MI 61-101 by virtue of section 5.7(a) of MI 61-101, given the fair market value of the Insider Subscription did not exceed 25% of the Company's market capitalization. About Golden Shield Golden Shield Resources controls the 5,457-hectare, Marudi Mountain Property located in the Rupununi District of southwestern Guyana. Forward looking Statements This news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. In particular, forward-looking information in this press release includes, but is not limited to, statements with respect to the Company's ability to complete the Offering on the terms and on the proposed closing timeline announced or at all and the use of proceeds of the Offering. Although we believe that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. We cannot guarantee future results, performance or achievements. Consequently, there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking information. Forward-looking information is based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking information. Some of the risks and other factors that could cause the results to differ materially from those expressed in the forward-looking information include, but are not limited to: early stage of Company development; mineral titles; aboriginal claims and consultation; surface rights; operating hazards and risks; speculative nature of mineral exploration; permits and government regulations; environmental and safety regulations and risks; competitive conditions in the mining industry; social and environmental activism; uninsurable risks; infrastructure; property interests; limited operating history; reliance on management; conflict of interest; liability for actions of employees, contractors and consultants; breach of confidentiality; reporting issuer status; no operating revenue; negative operating cash flow; requirement of substantial capital expenditures; additional financing; going concern risk; insurance policies may not be sufficient to cover all claims; claims and legal proceedings; internal control systems; if the Company cannot raise additional equity financing, then it may lose some or all of its property interests; general inflationary pressures; price of Common Shares; volatility of publicly traded securities; dilution; dividends; tax issues; retaining key personnel; privacy, data protection, and information security concerns, and data collection and transfer restrictions and related domestic or foreign regulations; anti-money laundering, anti-terrorism financing, anti-corruption and economic sanctions laws; negative publicity and sharing of information through social media; failure to develop, maintain, and enhance the Company's brand; management of growth; mergers or other strategic transactions involving the Company's competitors or customers; protection of the Company's proprietary rights; infringement of intellectual property; credit risk; acquisition of other companies; negative operating cash flow; requiring additional capital to support growth; judgments or estimates relating to the Company's critical accounting policies; complying with laws and regulations affecting public companies; regulatory requirements; adverse economic and market conditions; changes in technology; natural disasters, public health crises, political crises, or other catastrophic or adverse events; general economic conditions in Canada, the United States and globally; unanticipated operating events; fluctuations in currency rates; geopolitical risks; the availability of capital on acceptable terms; human error; the influence of third party stakeholders; the Company's discretion over the use of proceeds from financings; the Company's inability to maintain the listing of the Common Shares on a stock exchange; certain securities that the Company may issue not being listed on a stock exchange; the Company's compliance with evolving corporate governance and public disclosure regulations; changes in tax laws; and other risks. The forward-looking information contained in this news release is expressly qualified by this cautionary statement. We undertake no duty to update any of the forward-looking information to conform such information to actual results or to changes in our expectations except as otherwise required by applicable securities legislation. Readers are cautioned not to place undue reliance on forward-looking information.


Cision Canada
5 days ago
- Business
- Cision Canada
Silver Viper Closes $3.5 Million Private Placement
VANCOUVER, BC, June 26, 2025 /CNW/ - Silver Viper Minerals Corp. (the " Company" or " Silver Viper") (TSXV: VIPR) (OTC: VIPRF) is pleased to announce that it has closed its $3.5 million non-brokered private placement announced on June 3, 2025 (the " Offering"), issuing 23,332,792 units of the Company (the " Units") at a price of $0.15 per Unit for aggregate gross proceeds of $3,490,619. Each Unit consisted of one common share of the Company (each, a " Share") and one half of one warrant (each, a " Warrant"). Each Warrant entitles the holder thereof to acquire one Share from the Company at a price of $0.35 per Share for a period of 24 months from the date of issue. All Units issued in connection with the Offering bears a legend indicating that they are subject to a trading restriction for a period of 12 months following the closing of the transaction. The Issuer intends to use the proceeds from the Offering for drilling and other exploration activities at La Virginia and for working capital and other general corporate purposes. As consideration for their services in connection with the Offering, the Finders received a total cash commission of $4,200 and were issued 72,000 Finder's Units (the " Finder's Units") of the Company. The Finder's Units have the same terms as the Units issued to subscribers in the Offering and bears a legend indicating that they are subject to a trading restriction for a period of 12 months following the closing. Insiders of the Company subscribed for a total of 200,000 Units. Participation by the insiders constitutes a related party transaction as defined under Multilateral Instrument 61-101 ("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 the fair market value of the participation in the Private Placement by insiders does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release is not an offer or a solicitation of an offer of securities for sale in the United States, nor will there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. About the Company Silver Viper Minerals Corp. is a Canadian-based junior mineral exploration company focused on precious metals exploration in Mexico. The Company is the operator and 100% owner of the La Virginia Gold-Silver Project in Sonora. The Company continues to evaluate and advance mineral exploration opportunities across key mining jurisdictions in Mexico and acquired the Cimarron Project in Sinaloa, Mexico in June 2025. ON BEHALF OF THE BOARD OF DIRECTORS, Steve Cope President and CEO Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Forward Looking Information This news release may contain forward-looking statements, including statements with respect to the terms of the Offering, closing of the Offering and use of proceeds of the Offering. These statements reflect management's current estimates, beliefs, intentions and expectations; they are not guarantees of future performance. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Such factors include, among other things: risks and uncertainties relating to exploration and development, the ability of the Company to obtain additional financing, the need to comply with environmental and governmental regulations, fluctuations in the prices of commodities, operating hazards and risks, competition and other risks and uncertainties, including those described in the Company's financial statements, management discussion and analysis and/or annual information form available on The risk factors identified in such documents are not intended to represent a complete list of factors that could affect the Company. Actual results may differ materially from those currently anticipated in such statements and the Company undertakes no obligation to update such statements, except as required by law. SOURCE Silver Viper Minerals Corp.


Cision Canada
6 days ago
- Business
- Cision Canada
GETTY COPPER INC. CLOSES PRIVATE PLACEMENT
Trading Symbol TSX V: GTC VANCOUVER, BC, June 25, 2025 /CNW/ - Getty Copper Inc. (the "Company") (TSXV: GTC) is pleased to announce that it has closed the Company's non-brokered private placement, which was announced on May 14, 2025 and updated June 9, 2025, by issuing 12,000,000 flow-through units at $0.05 per unit for proceeds of $600,000 (the "FT Units") and 2,500,000 non flow-through units at $0.04 per unit for proceeds of $100,000 (the "NFT Units") Each FT Unit consists of one flow-through common share and one whole warrant which will entitle the holder to purchase one common share at a price of $0.075 per share for a period of two years from issuance. Each NFT Unit consists of one common share and one whole warrant which will entitle the holder to purchase one common share at a price of $0.075 per share for a period of two years from issuance. All securities issued in connection with the private placement are subject to a four–month statutory hold period. The Company paid no finders fees in connection with the private placement. A portion of the Offering (1,500,000 FT Units and 625,000 NFT Units) for a total of $100,000) being purchased by the John B Pub Ltd. (a company controlled by John Lepinski, an insider of the Issuer) represents a related party transaction. The transaction is exempt from the valuation and minority approval requirements of the TSXV Venture listings Policy 5.9 and Multilateral Instrument 61-101 under certain exemptions including the exemption if the fair market value of the transaction does not exceed 25% of the Issuer's market capitalization. The proceeds of the private placement will be used to conduct exploration programs on the Company's mineral properties and for general corporate purposes. There are no proposed payments to Non-Arm's Length Parties of the Issuer, no proposed payments to Persons conducting Investor Relations Activities, and no specific use representing 10% or more of the gross proceeds. Completion of the private placement remains subject to the approval of the TSX Venture Exchange. ON BEHALF OF THE BOARD OF DIRECTORS Tom MacNeill, CEO SOURCE Getty Copper Inc.

Yahoo
7 days ago
- Business
- Yahoo
New Zealand Energy Corp. Announces Revocation of CTO, Resumption of Trading and Provides Corporate Update
Vancouver, British Columbia--(Newsfile Corp. - June 25, 2025) - New Zealand Energy Corp. (TSXV: NZ) ("NZEC" or the "Company") announces that it has received an order from the British Columbia Securities Commission dated effective June 4, 2025, granting the full revocation of the cease trade order previously issued on May 6, 2025. Upon the issuance of the cease trade order, the common shares of NZEC were suspended from trading on the TSX Venture Exchange ("TSXV"). The common shares will be reinstated for trading on the TSXV at the opening of trading on or about Friday, June 27, 2025. The Company also announces that it has received short term loans in the amount of C$300,000 from Charlestown Energy Partners, LLC ("Charlestown") and in the amount of C$182,000 from Vliet Financing BV ("Vliet") on May 27, 2025, subject to TSXV approval. The loans are unsecured and non-convertible, with interest payable at 15% per annum, due on August 27, 2025, were issued with an original issuance discount of 10% and for greater certainty, no securities were issued as part of the loan agreements. Mr. Robert Bose, a director of NZEC, is a principal of Charlestown and Vliet is a company controlled by Mr. Frank Jacobs, Chairman and a director of NZEC, and therefore the loans are related party transactions for the purposes of TSXV Policy 5.9 and Multilateral Instrument 61-101 (the "Related Party Policies"). NZEC has determined that exemptions from the various requirements of the Related Party Policies are available in connection with the loans (Formal Valuation - Issuer Not Listed on Specified Markets; Minority Approval - Fair Market Value Not More Than $2,500,000). The Company also noted that, in connection with the working capital deficiency of C$4,013,465 as disclosed in the interim financial statements for the three months ended March 31, 2025, a total of $2.7 million related to an outstanding loan, which, as disclosed in its news release dated May 12, 2025, has been amended, subject to TSXV approval, to allow the Company to terminate the loan in exchange for the payment by the Company to Vliet of C$500,000 and the issuance of 1,000,000 common shares of NZEC. In the event that the Company has been unable to make the payments to Vliet on or before July 31, 2025, Vliet has agreed to extend the maturity date of the loan to September 20, 2026, subject to TSXV approval. With respect to the remainder of the working capital deficiency in the amount of C$1.3 million, the Company intends to complete a private placement in the near future, the terms of which (including structure, size and pricing) will be announced in due course. In addition, as per the news release dated June 3, 2025, the Company is aimed at restoring positive cash flow based on the Q1 and Q2 2025 production activities. On behalf of the Board of Directors "Michael Adams"Chief Executive OfficerNew Zealand Energy +64-6-757-4470New Zealand Energy Corp. ContactsEmail: info@ Neither the TSX Venture Exchange nor its Regulation Services Provider (as such term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Forward-Looking Information: This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein are forward-looking information. In particular, this news release contains forward-looking information regarding: the business of the Company, including future plans and objectives, the outstanding loans of the Company, the proposed private placement and production activities. There can be no assurance that such forward-looking information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such forward-looking information. This forward-looking information reflects NZEC's current beliefs and is based on information currently available to NZEC and on assumptions NZEC believes are reasonable. These assumptions include, but are not limited to: the underlying value of NZEC and its common shares, TSX Venture Exchange approval of the amendment to the loan and TSX Venture Exchange approval of a private placement; NZEC's current and initial understanding and analysis of its projects and the development required for such projects; the costs of NZEC's projects; NZEC's general and administrative costs remaining constant; and the market acceptance of NZEC's business strategy. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of NZEC to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: general business, economic, competitive, political and social uncertainties; industry condition; volatility of commodity prices; imprecision of reserve estimates; environmental risks; operational risks in exploration and development; general capital market conditions and market prices for securities; delay or failure to receive board or regulatory approvals; the actual results of future operations; competition; changes in legislation, including environmental legislation, affecting NZEC; the timing and availability of external financing on acceptable terms; and lack of qualified, skilled labour or loss of key individuals. A description of additional risk factors that may cause actual results to differ materially from forward-looking information can be found in NZEC's disclosure documents on the SEDAR+ website at Although NZEC has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Readers are cautioned that the foregoing list of factors is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Forward-looking information contained in this news release is expressly qualified by this cautionary statement. The forward-looking information contained in this news release represents the expectations of NZEC as of the date of this news release and, accordingly, is subject to change after such date. However, NZEC expressly disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities law. To view the source version of this press release, please visit Sign in to access your portfolio


Hamilton Spectator
24-06-2025
- Business
- Hamilton Spectator
StorageVault Completes the Purchase of 8 Assets for $71.9 Million
TORONTO, June 24, 2025 (GLOBE NEWSWIRE) — STORAGEVAULT CANADA INC. ('StorageVault') (SVI-TSX) is pleased to announce that, further to its April 23, 2025 news release, it has completed the acquisition of seven stores and one adjacent vacant parcel of land (collectively, the 'Acquisitions') from six vendor groups (collectively, the 'Vendors'), for an aggregate purchase price of $71.9 million. Six of the Acquisitions are arm's length and two, totaling $21.9 million, are related party acquisitions (the 'Related Party Acquisitions') with Access Self Storage Inc. ('Access') as the Vendor. The aggregate purchase price for the Acquisitions in the amount of $71.9 million, subject to customary adjustments, was paid with funds on hand, a promissory note and mortgage financing. The balance of the $126.2 million of transactions announced on April 23, 2025 are expected to close in Q3. Exemption from MI 61-101 As Access is a non-arm's length party to StorageVault, the Related Party Acquisitions are considered a 'related party transaction' under Multilateral Instrument 61-101 - ' Protection of Minority Security Holders in Special Transactions ' ('MI 61-101'). StorageVault relied on exemptions from the formal valuation and minority approval requirements of MI 61-101, in respect of the Related Party Acquisitions, pursuant to Section 5.5(a) and Section 5.7(1)(a) (Fair Market Value Not More Than 25% of Market Capitalization) of MI 61-101. About StorageVault Canada Inc. StorageVault owns and operates 258 storage locations across Canada. StorageVault owns 228 of these locations plus over 5,000 portable storage units representing over 12.9 million rentable square feet on over 752 acres of land. StorageVault also provides last mile storage and logistics' solutions and professional records management services, such as document and media storage, imaging and shredding services. For further information, contact Mr. Steven Scott or Mr. Iqbal Khan: Tel: 1-877-622-0205 ir@ Follow us: Instagram: @accessstorageca @depotiumminientrepot @sentinelstorageca @cubeitportablestorage Facebook: /AccessStorageCA /Depotium /SentinelStorageCanada /Cubeit /FlexSpaceLogistics