GOLDEN VALLEY MINES AND ROYALTIES LTD. 2864 chemin Sullivan
Val-d'Or, Québec J9P 0B9
819.824.2808 (main)
819.824.3379 (fax)
info@goldenvalleymines.com
152, chemin de la Mine École
Val-d'Or, Québec J9P 7B6
819.824.2808 (main)
819.824.3379 (fax)
info@goldenvalleymines.com
NUNAVIK NICKEL MINES CLOSES $250,000 PRIVATE PLACEMENT FINANCING GOLDEN VALLEY MINES PURCHASES 800,000 UNITS ($80,000) UNDER PRIVATE PLACEMENT BY NUNAVIK NICKEL MINES Val-d'Or, Québec, January 30, 2015 - Nunavik Nickel Mines Ltd. (TSX-V:KZZ; "Nunavik Nickel" or the "Company") announces that it has closed a non-brokered private placement financing pursuant to which it has issued 2,500,000 Units at a per Unit price of $0.10 for gross proceeds of $250,000. Each Unit consists of one common share in the capital of Nunavik Nickel and one-half of one non-transferable share purchase warrant, each whole warrant entitling the purchase of one common share at a per share price of $0.12 until January 30, 2017.
Golden Valley Mines Ltd. (GZZ-TSX-V; "Golden Valley") was a subscriber under the offering, having purchased 800,000 Units for proceeds to Nunavik Nickel of $80,000. Nunavik Nickel has been a majority owned subsidiary of Golden Valley since the reorganization of Golden Valley's assets that was effected in July 2011. Golden Valley now holds 7,763,634 common shares of Nunavik Nickel or approximately 61.7% of Nunavik Nickel's issued and outstanding common shares.
As Golden Valley is an insider of Nunavik Nickel and, further, a director of Nunavik Nickel also participated in the offering, related party considerations pursuant to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") applied. Nunavik Nickel relied on Section 5.5(c) of MI 61-101 for an exemption from the formal valuation requirement and Section 5.7(1)(b) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101 as the distribution of securities was for cash consideration and the fair market value of the securities distributed under the private placement did not exceed
$2,500,000.
In connection with the private placement and in satisfaction of finder's fees on subscription proceeds of
$33,000, Nunavik Nickel has paid a cash finder's fee of $3,300 and has issued a non-transferable finder's fee warrant entitling the purchase of 41,250 common shares of Nunavik Nickel at a per share price of
$0.10 until January 30, 2017, to an individual who is non-arm's length to Nunavik Nickel.
All securities issued by Nunavik Nickel under the private placement, including common shares underlying and issuable on exercise of the warrants and the finder's fee warrant, are subject to a hold period until May 31, 2015, in accordance with applicable securities legislation. The proceeds raised from this offering will be used by Nunavik Nickel for general corporate purposes.
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About Nunavik Nickel Mines Ltd.Nunavik Nickel Mines Ltd. holds title to the Fortin Property, the Marymac Prospect, the Shoot Out Prospect (East and West combined) and the Donnybrook and Overtime Claims, which were previously held by Golden Valley Mines Ltd., and may acquire and generate other nickel ventures in Canada and elsewhere.
About Golden Valley Mines Ltd.Golden Valley Mines Ltd. typically tests initial grassroots targets while owning a 100% interest therein and then seeks partners to continue exploration funding. This allows Golden Valley to carry on its generative programs and systematic exploration efforts at other majority-owned grassroots projects. Golden Valley Mines Ltd. (together with its various subsidiaries) holds multiple property interests in gold, base-metal and energy mineral projects in Canada (Québec, Ontario and Saskatchewan).
For additional information, please contact: Glenn J. Mullan
2864 chemin Sullivan
Val-d'Or, Québec J9P 0B9
Tel.: 819-824-2808, x1222
Email: glenn.mullan@goldenvalleymines.com
This news release contains certain statements that may be deemed "forward-looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or realities may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by law, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.
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 news release.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.2
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