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Inventus Announces Closing of $1,550,000 Convertible Debt and Special Warrant Financing

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Inventus Announces Closing of $1,550,000 Convertible Debt and Special Warrant Financing

 

 

 

 

 

Inventus Mining Corp. (TSX-V:IVS) is pleased to announce further to is news release dated February 25, 2016, the closing of a previously announced non-brokered private placement of C$1.3 million in principal amount of senior secured convertible debentures at a price of C$100,000 and integral multiples thereof per debenture. The Debentures will have an interest rate of 8% per year, calculated semi-annually from their date of issuance and will mature on the date that is two (2) years from the date of issuance. At the option of the lenders, principal under the Debenture is convertible into common shares of Inventus at a conversion price of C$0.05 per Conversion Share until the date that is twelve months prior to the Maturity Date or at a conversion price of C$0.10 per Conversion Share thereafter, in accordance with the policies of the TSX Venture Exchange, however, the lenders may only exercise their right to Conversion following completion of a consolidation of the common shares of Inventus on a minimum basis of two (old) common shares for one (new) common share, and up to or on the Maturity Date. In the event the Consolidation is not completed on or prior to June 15, 2016, it will constitute an event of default pursuant to the terms of the Debenture.

 

 

The Company intends to use the net proceeds of the Offering on the development of its bulk sampling program at its of its flagship Pardo gold project, located 65 kilometres north east of Sudbury, Ontario, and for general working purposes.

 

 

In connection with the Offering, Mr. Wayne Whymark, Chairman and Chief Executive Officer of Inventus, acquired a flow-through special warrant in the amount C$250,000 exercisable at $0.05 per Special Warrant into common shares of Inventus on completion of the Consolidation, and Evanachan Limited a company wholly-owned by Robert R. McEwen, purchased C$500,000 of Debentures. Mr. Whymark currently owns, or has direction and control over, directly or indirectly, 2,818,168 common shares of Inventus, representing approximately 3.3% of the outstanding common shares of the Company on an undiluted basis, and Evanachan currently owns, or has direction and control over, directly or indirectly, 15,375,000 common shares of Inventus, representing approximately 18% of the outstanding common shares of the Company on an undiluted basis. Participation by Mr. Whymark and Evanachan was considered a “related party transaction” pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company was exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with Mr. Whymark’s and Evanachan’s participation in Offering on reliance of sections 5.5(b) and 5.7(b) of MI 61-101.

 

 

Mr. Whymark currently owns and controls 2,818,168 common shares of the Company representing approximately 3.3% of the issued and outstanding common shares of the Company. Assuming completion of the Consolidation, Mr. Whymark, will own or control 6,409,084 common shares, representing approximately 15% of the issued and outstanding common shares of the Company on a partially diluted basis. Mr. Whymark acquired the securities for investment purposes and may increase or reduce its investment in Inventus according to market conditions or other relevant factors. Other than the Special Warrants, Mr. Whymark has no current intention to increase his beneficial ownership of, or control or direction over, additional securities of Inventus. For further details relating to the acquisition, please see the early warning report, a copy which will be available on SEDAR promptly following the date of this news release.

 

 

Evanachan currently owns and controls 15,375,000 common shares of the Company representing approximately 18% of the issued and outstanding common shares of the Company. Assuming full conversion of the principal amount of the Debentures at a conversion price of C$0.05, Evanachan, will own or control 25,375,000 Common Shares, representing approximately 44% of the issued and outstanding common shares of the Company on a partially diluted basis. Evanachan acquired the securities for investment purposes and may increase or reduce its investment in Inventus according to market conditions or other relevant factors. Other than the Debentures, Evanachan has no current intention to increase its beneficial ownership of, or control or direction over, additional securities of Inventus. For further details relating to the acquisition, please see the early warning report, a copy which will be available on SEDAR promptly following the date of this news release.

 

 

As part of the Offering, Osisko Gold Royalties Ltd has purchased $300,000 in Debentures. Osisko does not currently own any common shares of the Company. Assuming full conversion of the principal amount of the Debentures at a conversion price of C$0.05, Osisko, will own or control 6,000,000 common shares, representing approximately 11.2% of the issued and outstanding common shares of the Company on a partially diluted basis. Osisko acquired the securities for investment purposes and may increase or reduce its investment in Inventus according to market conditions or other relevant factors. Other than the Debentures, Osisko has no current intention to increase its beneficial ownership of, or control or direction over, additional securities of Inventus. For further details relating to the acquisition, please see the early warning report, a copy which will be filed on SEDAR.

 

 

The securities issued pursuant to the Offering are subject to a statutory four month and one day hold period.

 

Posted April 11, 2016

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