Toronto, Ontario April 21, 2016 – Bold Ventures Inc. (BOL:TSX.V) (the “Company” or “Bold”) is pleased to announce that, further to its Press Release of April 7, 2016 (the “April 7 PR”), it is commencing a further private placement offering to accredited investors and others of up to 2,900,000 flow-through units (the “New FT Units”) of the Company at a price of $0.035 per New FT Unit for up to $101,500 (the “Further FT Offering”). The Further FT Offering will be available to existing shareholders of the Company resident in Canada (the “Existing Shareholder Offering”).
The flow-through offering, as set out in the April 7 PR, has been fully subscribed. The Company anticipates closing on the flow-through offering of $200,000 and on at least $200,000 of the WC Units along with the insider debt, both as described in the April 7 PR, on or about April 22, 2016. At that time, the Company will have sufficient working capital to meet the Continued Listing Requirements of the TSX Venture Exchange.
The existing shareholder with the pre-emptive right to participate in the financing (the “Pre-emptive Right”) as set out in the April 7 PR has waived the Pre-emptive Right and will not be participating in the Offering.
The Further FT Offering
Each New FT Unit comprises one (1) flow-through common share priced at $0.035 and one (1) common share purchase warrant (each a “Warrant”), with each Warrant entitling the holder to acquire one (1) common share at a price of $0.05 until two (2) years from Closing.
The Company has agreed to pay a finder’s fee of 8% cash on the sale of New FT Units to accredited investors and issue broker warrants (“Broker Warrants”) equal to 10% of the number of New FT Units sold to accredited investors under the Further FT Offering to eligible finders. Each Broker Warrant entitles the holder to acquire a Broker Unit comprising a common share, priced at $0.05, and a Warrant for two (2) years from Closing at a price of $0.05 per Broker Warrant. A fee may be paid to an investment dealer in relation to a placement to an existing shareholder if that shareholder requires the advice of the investment dealer to exceed the $15,000 subscription limit on existing shareholders.
All securities issued pursuant to the Further FT Offering are subject to a statutory four month hold period and regulatory approval.
Existing Shareholder FT Offering
The Company is undertaking the Further FT Offering (the “Existing Shareholder FT Offering”) which will be open to participation by existing shareholders resident in Canada as of the record date of April 6, 2016 (the “Record Date”). The Existing Shareholder FT Offering comprises the 2,900,000 New FT Units. The Existing Shareholder FT Offering will be open for a period of up to twenty nine (29) days, expiring on May 20, 2016. There is no minimum for the Further FT Offering. All securities issued pursuant to the Existing Shareholder FT Offering are subject to a statutory four month hold period and regulatory approval. The original Existing Shareholder Offering announced in the April 7 PR will remain open for the balance of the WC Units available until the earlier of the sale of the remaining WC Units and May 9, 2016.
The particulars of the New FT Units are set out above.
The Company intends to use the proceeds raised under the Existing Shareholder FT Offering of up to $101,500 New FT Units for exploration of the Company’s properties as deemed appropriate. The use of proceeds will be adjusted pro rata subject to the funds raised on the Existing Shareholder FT Offering.
The Existing Shareholder FT Offering is open to all existing shareholders of the Company resident in Canada until the earlier ofMay 20, 2016 and the sale of the New Ft Units. Shareholders interested in participating in the Existing Shareholder FT Offering should contact, or have their registered broker contact, Yvonne So, assistant to Bill Johnstone, Corporate Secretary of the Company, at email@example.com or (416) 865-6789 to obtain a copy of the subscription agreement for the New FT Units. Requests should be received by no later than May 13, 2016 so that subscription agreements for the New FT Units can be signed and funds can be received by the Company by no later than May 19, 2016.
In the subscription agreement, subscribers will be required to represent that they held common shares of Bold on the Record Date and will continue to hold common shares on closing, indicate the total number of New FT Units they wish to subscribe for at the price of $0.035 per New FT Unit and provide funds (certified cheque or wire transfer) for the purchase of the New FT Units. The Existing Shareholder FT Offering is being allocated to subscribers on a “first come, first served” basis wherein the subscribers who are first to submit a completed subscription agreement and pay the corresponding subscription proceeds will be accepted up until the maximum amount of the Existing Shareholder FT Offering is reached. The sale of the New FT Units will remain open until the earlier of May 20, 2016 and the sale of the New FT Units.
In the event that there is an over-subscription by existing shareholders for New FT Units as at May 19, 2016, subscriptions will be adjusted pro rata (in proportion to the aggregate amount of cleared funds received) to reduce the offering to a maximum of $101,500 for New FT Units. Although the Existing Shareholder FT Offering is not being offered pro rata, all shareholders of the Company effective as of the Record Date will be treated equally. However, the Company reserves the right not to accept subscription amounts of less than $1,050 (30,000 New FT Units) in respect of New FT Units to avoid disproportionate administrative costs. The Company may use other available exemptions to place the New FT Units, with a closing on or before May 20, 2016.
The Existing Shareholder FT Offering is being made under Ontario Securities Commission Rule 45-501 Ontario Prospectus and Registration Exemptions relating to distributions to existing security holders and under Multilateral CSA Notice 45-313-Prospectus Exemption for Distributions to Existing Security Holders and the legislation adopted pursuant thereto in other jurisdictions in Canada, as well as under other applicable exemptions without issuing a prospectus. 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 from a person registered as an investment dealer.
The Existing Shareholder FT Offering is subject to regulatory approval.
For more information concerning Bold Ventures Inc., please visit our web site www.boldventuresinc.com or contact Bold Ventures Inc. at 416-864-1456.
“Richard E. Nemis”
Richard E. Nemis
President and Chief Executive Officer
“David B Graham”
Executive Vice President