March 29, 2019
March 29, 2019: Vancouver BC: Cresval Capital Corp. (“Cresval” or “the Company”) (CRV: TSX-V) announces that the Company intends to raise up to $500,000 by way of a non-brokered private placement (the “Offering”) of units (“Units”) of the Company at a price of $0.025 per Unit. Subject to certain limitations discussed below, the Offering is open to all existing shareholders of the Company. The Offering is subject to TSX Venture Exchange (“TSXV”) final acceptance.
Any existing shareholders interested in participating in the Offering should contact the Company pursuant to the contact information set forth below.
The maximum Offering is 20,000,000 Units for gross proceeds of $500,000. The Offering is not subject to any minimum aggregate subscription. Each Unit will consist of one common share in the capital of Cresval (the “Common Shares”) and one Common Share purchase warrant (the “Warrants”). Each Warrant will be exercisable into one Common Share for a period of five years at a price of $0.05/share.
A finder’s fee of cash, Common Shares or Warrants, or a combination thereof, may be paid to eligible finders with respect to any portion of the Offering that is not subscribed for by existing shareholders.
The proceeds of the Offering will be used to conduct property maintenance on the Company’s MIKE and New Raven properties, to repay outstanding debt and for working capital and general corporate purposes. Assuming the entire $500,000 Offering is completed, the use of proceeds will be as follows: MIKE Property geological and IP geophysics program ($300,000); New Raven Property geological and prospecting program ($50,000); Accounts Payable ($50,000); legal/accounting/audit costs ($12,500); transfer agent fees/regulatory listing and filing fees ($9,500); AGM costs ($4,000) website/corporate communications ($3,500); rent/office expenses and general supplies ($10,500); management fees ($50,000) and unallocated/general corporate purposes ($10,000). Although the Company intends to use the proceeds of the Offering as described above, the actual allocation of net proceeds may vary from the uses set forth above, depending on future operations or unforeseen events or opportunities. If the Offering is not fully subscribed, the Company will apply the proceeds of the Offering to the above uses in priority and in such proportions as management of the Company determines is in the best interests of the Company.
The securities issued in connection with the Offering will be subject to a hold period expiring four months and one day from the date of issuance of such securities.
Existing Shareholder Exemption
Depending on demand and regulatory requirements, a portion of the Offering may be made in accordance with the provisions of the existing shareholder exemption (the “Existing Shareholder Exemption”) contained in Multilateral CSA Notice 45-313 and the various corresponding blanket orders and rules of participating jurisdictions (the Existing Shareholder Exemption is not available in Ontario or Newfoundland and Labrador). In addition to conducting the Offering pursuant to the Existing Shareholder Exemption, the Offering will also be conducted pursuant to other available prospectus exemptions, including sales to accredited and eligible investors, family and close personal friends and business associates of directors and officers of the Company.
The Company has set March 29, 2019 as the record date for the purpose of determining existing shareholders entitled to purchase Units pursuant to the Existing Shareholder Exemption. Subscribers purchasing Units under the Existing Shareholder Exemption will need to represent in writing that they meet certain requirements of the Existing Shareholder Exemption, including that they were, on or before the record date, a shareholder of the Company (and still are a shareholder). The aggregate acquisition cost to a subscriber under the Existing Shareholder Exemption cannot exceed $15,000 unless that subscriber has obtained advice from a registered investment dealer regarding the suitability of the investment. There is no minimum subscription amount. If subscriptions received for the Offering based on all available exemptions exceed the maximum Offering amount of $500,000, Units will be allocated pro rata amongst all subscribers qualifying under all available exemptions.
Cresval Capital Corp. is a junior precious metals and copper exploration company actively involved in three 100% owned projects situated near the productive Bralorne Gold camp in southwestern British Columbia.
For more information please visit www.cresval.com
ON BEHALF OF THE BOARD OF DIRECTORS
Lee Ann Wolfin
President and Chief Executive Officer
Forward looking statements: 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. This release contains statements that are forward‐looking statements and are subject to various risks and uncertainties concerning the specific factors disclosed under the heading “Risk Factors” and elsewhere in the Company’s periodic filings with Canadian securities regulators. Such information contained herein represents management’s best judgment as of the date hereof based on information currently available. The Company does not assume the obligation to update any forward‐looking statement.
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