toc system suitability standards

Tocvan Announces Private Placement with Lead order From Prominent Financier from Mexico

(TheNewswire)

Tocvan Ventures Corp.

TOCVAN Ventures Corp. (the "Company") (C NSX: TOC. CN) ( OTC:TCVNF ) ( WKN:TV3A2PE64), is pleased to announce it will be proceeding with a non-brokered private placement of up to 1,200,000 units (the " Units ") at CAD $1.00 per Unit for gross proceeds of up to CAD $1,200,000 (the " Offering ").  A lead order has been established with a prospective long-term shareholder with extensive experience in Mexican mineral exploration and development. Each Unit is comprised of one common share of the Company (a " Share ") and one half of one common share purchase warrant (a " Warrant "). Each Warrant will entitle the holder to acquire one additional Share in the capital of the Company at a price of CAD $1.50 for a period of 24 months from the date the Units are issued, subject to the accelerated expiry provision described below

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 (" Exchange ") is greater than CAD $1.90 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 30 th day after the date on which the Company issues such press release.

Closing of the Offering is subject to several conditions, including receipt of all necessary corporate and regulatory approvals, including the Exchange (CSE). 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. The Company may pay finders fees and finder warrants to eligible finders.

"After reviewing many finance options for Tocvan we are extremely pleased to bring on board a strong Long-Term Shareholder that has extensive experience in Mexican Mineral Exploration and Development.", commented CEO Derek Wood .  "Our newest Shareholder was an early and significant investor in SilverCrest Metals with a current Market Capitalization of over CAD $1.5 billion.  We feel this bodes well for the future of Tocvan as we continue to move towards definition drilling and bulk sampling at Pilar. We are excited to begin our next phase of drilling at Pilar."

Use of Proceeds

The proceeds of the raise will go towards the advancement of the Pilar and El Picacho Au-Ag projects in Sonora, Mexico. At Pilar, recent drilling success (Phase I: 94.6m @ 1.6 g/t Au. Phase II: 39.7m at 0.96 g/t Au) will be followed up with a trench program for exploration and metallurgical testing, followed by continued step-out and exploration drilling. At El Picacho, groundwork will commence with detailed mapping and sampling to confirm priority targets for later trenching and drill targeting.

The Existing Shareholder Exemption and Investment Dealer Exemption

The Offering is also made available to existing shareholders of the Company who, as of the close of business on
November 1, 2021, who hold common shares of the Company (and who continue to hold such common shares as of the closing date), pursuant to the prospectus exemption set out in Alberta Securities Commission Rule 45-513 —
Prospectus Exemption for Distribution to Existing Security Holders and in similar instruments in other jurisdictions in Canada. The existing shareholder exemption limits a shareholder to a maximum investment of $15,000 in a 12-month period unless the shareholder has obtained advice regarding the suitability of the investment and, if the shareholder is resident in a jurisdiction of Canada, that advice has been obtained from a person that is registered as an investment dealer in the jurisdiction. If the Company receives subscriptions from investors relying on the existing shareholder exemption exceeding the maximum amount of the financing, the Company intends to adjust the subscriptions received on a pro rata basis.

The Company has also made the Offering available to certain subscribers pursuant to the investment dealer exemption.
In accordance with the requirements of the investment dealer exemption, the Company confirms that there is no material fact or material change about the Company that has not been generally disclosed.

Any participation by insiders of the Company in the Offering will be on the same terms as arm's-length investors. Depending on market conditions, the gross proceeds of the Offering could be increased or decreased. The participation of any directors or officers of the Company in the Offering will constitute a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions) and the policies of the exchange. For any such participation, the Company will be relying upon exemptions from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(b) and 5.7(1)(a), respectively, of MI 61-101 on the basis that the Company is not listed on a specified stock exchange and, that at the time the Offering is agreed to, neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction insofar as it involves an interested party (within the meaning of MI 61-101) in the offerings, will exceed 25 per cent of the Company's market capitalization calculated in accordance with MI 61-101.

About TOCVAN Ventures Corp .

Tocvan is a well-structured exploration development 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 they can build upon previous success. Tocvan has approximately 31 million shares outstanding and is earning into two exciting opportunities in Sonora, Mexico: the Pilar Gold-Silver project and the El Picacho Gold-Silver project. Management feels both projects represent tremendous opportunity to create shareholder value.

Cautionary Statement Regarding Forward Looking Statements

This news release contains "forward-looking information" which may include, but is not limited to, statements with respect to the activities, events or developments that the Company expects or anticipates will or may occur in the future. Forward-looking information in this news release includes statements regarding the use of proceeds from the Offering. Such forward-looking information is often, but not always, identified by the use of words and phrases such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.

These forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business. Management believes that these assumptions are reasonable. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include, among others, risks related to the speculative nature of the Company's business, the Company's formative stage of development and the Company's financial position. Forward-looking statements contained herein are made as of the date of this news release and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results, except as may be required by applicable securities laws.

There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.

For more information, please contact:

TOCVAN Ventures Corp.

Brodie A. Sutherland, VP Exploration

950-736 6 Ave SW

Calgary, Alberta T2P 3T7

Telephone: 403-668-7855

Email: bsutherland   @tocvan.c   a

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities 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 may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Copyright (c) 2021 TheNewswire - All rights reserved.

News Provided by TheNewsWire via QuoteMedia

The Conversation (0)
Gold bars in stacks with words "5 Top Canadian Mining Stocks This Week" on top.

Top 5 Canadian Mining Stocks This Week: Adyton Sparkles with 97 Percent Gain

Welcome to the Investing News Network's weekly look at the best-performing Canadian mining stocks on the TSX, TSXV and CSE, starting with a round-up of Canadian and US news impacting the resource sector.

Statistics Canada reported on Friday (May 30) that real gross domestic product (GDP) gained 0.5 percent during the first quarter of 2025. Even on a per capita basis, real GDP posted a strong 0.4 percent increase.

The agency primarily attributed the rise to a 1.6 percent increase in exports during the quarter. The higher export amounts were led by a 16.7 percent growth in passenger vehicle exports and a 12 percent rise in industrial machinery, equipment and parts exports, both of which were driven higher in response to imposed and threatened tariffs from the United States.

Keep reading...Show less
Stock charts overlayed with "Weekly Editor's Picks" text.

Editor's Picks: Gold Faces Bumpy Week on Trade Tensions, Platinum Stages Breakout

The gold price saw peaks and troughs this week.

After rising to almost US$3,350 per ounce on Monday (May 26), the yellow metal took a dive, dropping to just below US$3,260 on Wednesday (May 28). It was back on the rise the next day, hitting US$3,324, but ended up finishing the week lower, closing out at the US$3,289 level.

Trade tensions were in focus throughout the period.

Keep reading...Show less
Shovel in soil beside a small green plant in a field at sunrise.

Blue Lagoon’s Dome Mountain Joins BC’s Select List of Permitted Projects

Canada’s mining sector is gaining momentum, with over 130 projects with a total value of C$117.1 billion now planned or in construction, according to Natural Resources Canada's 2024 inventory. That's an increase of nine projects and C$23.5 billion from the previous year, signaling strong interest in resource development.

Yet despite this growth, the path to production remains slow. A study published in FACETS and cited by the Mining Association of Canada shows that the average timeline from discovery to production exceeds 17 years, highlighting the pressing need to streamline Canada’s complex and often lengthy permitting process.

Although miners, explorers and developers have long criticized the decades-long process, Canada's federal and provincial governments have only recently begun working to expedite the process in an effort to harness the country’s vast critical minerals potential and assert the nation's dominance in resource extraction.

Keep reading...Show less
Pacgold

Successful $5.6 million Placement for Exploration Program at Alice River Gold Project

Ǫueensland focused gold explorer, Pacgold Limited (ASX: PGO) (Pacgold or the Company) is pleased to announce it has received firm commitments for a $5.6 million two-tranche placement (Placement) via the issue of 93.3 million new fully paid ordinary shares in the Company (New Shares).

Keep reading...Show less
NevGold Announces Closing of Upsized C$6.0M Brokered Private Placement Financing

NevGold Announces Closing of Upsized C$6.0M Brokered Private Placement Financing

Nevgold Corp. (" NevGold " or the " Company ") (TSXV:NAU) (OTCQX:NAUFF) (Frankfurt:5E50 ) is pleased to announce that it has closed its previously-announced brokered private placement financing and concurrent non-brokered financing of units (the " Units ") for gross proceeds of $6,000,000 (the " Offering "). Each Unit, priced at $0.30 per Unit (the " Issue Price "), consists of one common share in the capital of the Company (each, a " Common Share ") and one-half of one Common Share purchase warrant (each whole warrant, a " Warrant "). Each Warrant entitles the holder to purchase one Common Share at an exercise price of $0.45 until May 29, 2027. Clarus Securities Inc. (the " Lead Agent "), was Lead Agent and sole bookrunner, on behalf of Research Capital Corp. and Moneta Securities Corp. (the " Agents ").

News Provided by GlobeNewswire via QuoteMedia

Keep reading...Show less

Latest Press Releases

Related News

×