VANCOUVER, April 24, 2019 /PRNewswire/ - Barrian Mining Corp. (the "Company") is pleased to announce that the Company completed its initial public offering ("IPO") of 13,362,000 common shares of the Company ("Shares") at a price of $0.20 per Share for aggregate gross proceeds of $2,672,400. The Shares were listed on April 24, 2019 on the TSX Venture Exchange (the "Exchange") and are expected to commence trading on the Exchange on or about Monday, April 29, 2019 under the trading symbol "BARI".
Haywood Securities Inc. (the "Agent") acted as exclusive agent in respect of the IPO on a commercially reasonable efforts basis. Pursuant to the IPO, the Agent received a cash commission and an aggregate of 927,960 non-transferable compensation options entitling the Agent and members of its selling group to purchase 927,960 Shares at $0.20 per Share at any time until April 24, 2021. The Agent also received a corporate finance fee.
The net proceeds of the IPO will primarily be used to fund the acquisition of and exploration expenditures on the Company's Bolo Property, consisting of 187 unpatented lode mining claims and 1 patented lode mining claim situated in Nye County, Nevada, USA (the "Bolo Property"), on which the Company has an option to acquire up to a 75% interest from Allegiant Gold Ltd. (the "Optionor") pursuant to an option agreement dated June 27, 2018, as amended on October 24, 2018, December 14, 2018 and March 12, 2019, between the Company and the Optionor (the "Option Agreement"), as well as for expenses of the IPO, general and administrative costs for the next twelve months, and general working capital purposes.
Upon closing of the IPO (the "IPO Closing"), the Company has 40,192,000 Shares issued and outstanding as of the date hereof, of which 5,700,000 Shares are subject to escrow, released 10% on the IPO Closing with an additional 15% released every six months over a 36-month period, and 21,130,000 Shares are subject to escrow, released 20% on the IPO Closing with an additional 20% released every month over a 4-month period. An aggregate 3,345,500 Shares were issued to the Optionor (the "Optionor Shares") immediately following the IPO Closing as initial share payments pursuant to the Option Agreement and the option agreement dated June 19, 2018, as amended on December 14, 2018 and March 12, 2019, between the Company and the Optionor with respect to the Company's Mogollon Property. The Optionor Shares are subject to a statutory hold period of four months and one day from the date of issuance.
Additional information on the Company, the IPO and the Bolo Property, can be found in the Company's amended and restated long form prospectus dated April 4, 2019 as filed on SEDAR at www.sedar.com (the "Prospectus").
About Barrian Mining Corp.: Barrian Mining Corp. is a mineral exploration company focused on the exploration and development of gold properties with its primary focus on the Bolo Property located in Nevada, USA.
The securities offered pursuant to the IPO 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 U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
This press release contains "forward‐looking information or statements" within the meaning of Canadian securities laws, which may include, but are not limited to statements relating to the date of first trading in the Company's common shares and its future business plans. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are 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 may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, fluctuations in metal and commodity prices, market prices, failure to obtain permits, and continued availability of capital and financing, and general economic, market or business conditions. In particular, there is no guarantee that exploration work, as proposed, or otherwise, will be completed on the Bolo Property. Such forward-looking information reflects the Company's views with respect to future events and is subject to risks, uncertainties and assumptions, including those set out in the Company's final long form prospectus dated April 4, 2019 and filed under the Company's profile on SEDAR at www.sedar.com. The Company does not undertake to update forward‐looking statements or forward‐looking information, except as required by law. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. There can be no assurance that any forward-looking statements or information will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements or information. Accordingly, readers should not place undue reliance on forward-looking statements or information. Except as required by applicable securities laws, 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 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.
SOURCE Barrian Mining Corp.