THUNDER BAY, ON, Nov. 16, 2018 /CNW/ - Zenyatta Ventures Ltd.
("Zenyatta" or the "Company") (TSXV:ZEN) wishes to update
shareholders regarding its finance position and communication
strategy. Between closing a tranche of the previously
announced private placement, and conversion of certain accounts
payable into equity the company's liquidity improved by
$797,985.48. Details for these
events are described below.
Tranche Closing of Private Placement
The company announces closing of a tranche of its previously
announced private placement (the "Offering"). The Company raised
approximately $583,000 in respect of
this tranche which will be used to fund ongoing work on the Albany
Graphite Project and for general corporate purposes. The Board of
directors of Zenyatta (the "Board") wishes to thank all the
long-term Zenyatta shareholders, and all the new shareholders, who
participated in the Offering. Subsequent tranche closings will be
announced as they occur.
The Offering consisted of the issuance of 1,295,553 units
("Units") at a price of $0.45 per
Unit, for aggregate gross proceeds of $582,995.95. Each Unit consisted of one common
share of the Company ("Common Share") and one half of one
non-transferable share purchase warrant ("Warrant"). Each
whole Warrant will entitle the holder thereof to acquire one
additional Common Share at an exercise price of $0.60 per Warrant, exercisable for a period of
twenty-four months from the closing of the Offering (the "Exercise
Period"). Insiders of the Company have subscribed for approximately
48% of the Offered Units.
All Warrants issued in connection with the Offering are subject
to an acceleration clause. If the Company's share price trades at
or above $1.00 per share for a period
of ten (10) consecutive trading days during the Exercise Period,
the Company may accelerate the expiry date of the Warrants to 30
calendar days from the date on which written notice is given by the
Company to the holders of the Warrants.
Certain insiders of the Issuer participated in the Offering.
Such participation represents a related-party transaction under
Multilateral Instrument 61-101 - Protection of Minority Security
Holders in Special Transactions ("MI 61-101"), but the transaction
is exempt from the formal valuation and minority shareholder
approval requirements of MI 61-101 as neither the fair market value
of the subject matter of the transaction, nor the consideration
paid, exceed 25% of the Issuer's market capitalization. The
Offering was approved by all independent directors of the
Company.
The Common Shares and the Warrants issued in connection with the
Offering will be subject to a hold period until March 17, 2019 in accordance with applicable
securities laws.
Shares for Debt Agreements
Zenyatta also announces that, subject to approval of the TSX
Venture Exchange ("TSXV"), it has entered into agreements to issue
shares to settle an aggregate amount of $214,989.53 owed to certain trade creditors. The
Company will be issuing 477,755 Common Shares at a deemed price of
$0.45 per common share in settlement
of the above-noted amount.
All securities issued in exchange for debt will be subject to a
hold period from the date of issuance in accordance with applicable
securities laws.
Social Media Platform
The company announces the launch of a "CEO Verified" Discussion
Forum on AGORACOM. The forum will serve as the Company's primary
social media platform to interact with both shareholders and the
broader investment community in a fully moderated environment.
The Zenyatta Discussion Forum can be found at:
https://agoracom.com/ir/Zenyatta. Verified officers at launch are:
Dr. Francis Dubé, Phil Chataigneau
and Dr. Colin van der Kuur.
Subject to TSXV approval, the Company will issue shares to
AGORACOM in exchange for services at the rate of $10,000 per quarter, in addition to an initial
retainer of $10,000. The number of
Common Shares to be issued at the end of each period will be
determined by using the closing price of the Common Shares of the
Company on the TSX Venture Exchange on the first trading day
following the end each period for which the Services were provided
by AGORACOM. The term of the Agreement is for 12 months,
effective October 15, 2018.
To find out more on Zenyatta Ventures Ltd., please visit our
website at www.zenyatta.ca. A copy of this press release and all
material documents in respect of the Company may be obtained on
Zenyatta's SEDAR profile at www.sedar.ca.
CAUTIONARY STATEMENT: Zenyatta has completed a Preliminary
Economic Assessment regarding the Albany Project (the "PEA") in
support of its development work (see Zenyatta press release of
1 June 2015). The PEA is preliminary
in nature, it includes inferred mineral resources that are
considered too speculative geologically to have the economic
considerations applied to them that would enable them to be
categorized as mineral reserves, and there is no certainty that the
PEA will be realized. Mineral resources that are not mineral
reserves do not have demonstrated economic viability. Without a
formal independent feasibility study, there is no assurance that
operations will be economically viable.
Neither 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 news release may contain forward
looking information and Zenyatta cautions readers that forward
looking information is based on certain assumptions and risk
factors that could cause actual results to differ materially from
the expectations of Zenyatta included in this news release. This
news release includes certain "forward-looking statements", which
often, but not always, can be identified by the use of words such
as "believes", "anticipates", "expects", "estimates", "may",
"could", "would", "will", or "plan". These statements are based on
information currently available to Zenyatta and Zenyatta provides
no assurance that actual results will meet management's
expectations. Forward-looking statements include estimates and
statements with respect to Zenyatta's future plans, objectives or
goals, to the effect that Zenyatta or management expects a stated
condition or result to occur, including the expected timing for
release of a pre-feasibility study, the expected uses for graphite
in the future, and the future uses of the graphite from Zenyatta's
Albany deposit. Since
forward-looking statements are based on assumptions and address
future events and conditions, by their very nature they involve
inherent risks and uncertainties. Actual results relating to, among
other things, results of exploration, metallurgical processing,
project development, reclamation and capital costs of Zenyatta's
mineral properties, and Zenyatta's financial condition and
prospects, could differ materially from those currently anticipated
in such statements for many reasons such as, but are not limited
to: failure to identify mineral resources; failure to convert
estimated mineral resources to reserves; the inability to complete
a pre-feasibility study; the preliminary nature of metallurgical
test results; the inability to enter into offtake agreements with
qualified purchasers; delays in obtaining or failures to obtain
required governmental, environmental or other project approvals;
political risks; uncertainties relating to the availability and
costs of financing needed in the future; changes in equity markets,
inflation, changes in exchange rates; fluctuations in commodity
prices; delays in the development of projects; capital and
operating costs varying significantly from estimates and the other
risks involved in the mineral exploration and development industry;
and those risks set out in Zenyatta's public documents filed on
SEDAR. This list is not exhaustive of the factors that may affect
any of Zenyatta's forward-looking statements. These and other
factors should be considered carefully and readers should not place
undue reliance on Zenyatta's forward-looking statements. Although
Zenyatta believes that the assumptions and factors used in
preparing the forward-looking information in this news release are
reasonable, undue reliance should not be placed on such
information, which only applies as of the date of this news
release, and no assurance can be given that such events will occur
in the disclosed time frames or at all. Zenyatta disclaims any
intention or obligation to update or revise any forward- looking
information, whether as a result of new information, future events
or otherwise, other than as required by law.
SOURCE Zenyatta Ventures Limited
