Financing & Capital Markets Archives - Page 5 of 7

Not For Distribution To United States Newswire Services Or For Dissemination In The United States

Vancouver, British Columbia – Kivalliq Energy Corporation (TSXV:KIV) (the "Company" or "Kivalliq") today announced a non-brokered private placement financing to raise gross proceeds of CDN$7,410,000.

The Company intends to raise the funds by issuing up to 16,000,000 common shares (the "Offering"), including 13,000,000 common shares at the price of CAD$0.45 per share and 3,000,000 common shares on a "flow-through" basis, pursuant to the Income Tax Act (Canada) (the "Flow-Through Shares"), at a price of CAD$0.52 per Flow-Through Share.

The Company intends to use the net proceeds of the Offering to explore and develop Kivalliq’s high-grade Lac Cinquante uranium deposit, located within the Angilak Property within Nunavut, Canada, and for general working capital purposes.

Closing of the Offering is anticipated to occur on or about February 16, 2012 and is subject to receipt of applicable regulatory approvals, including the TSX Venture Exchange. The securities issued by Kivalliq in connection with the Offering are subject to a four month "hold period" as prescribed by the TSX Venture Exchange and applicable securities laws. Insiders of the Company may participate in the Offering and a portion of the Offering may be subject to finders’ fees.

The Offering is being made pursuant to prospectus exemptions in all provinces of Canada and in other jurisdictions as may be determined by the Company. The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. 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 the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Kivalliq Energy Corporation

Kivalliq Energy Corporation is a uranium exploration and development company and the first company in Canada to sign a comprehensive agreement to explore for uranium on Inuit Owned Lands in Nunavut.

Kivalliq’s 225,000 acre Angilak Property in Nunavut hosts the high-grade Lac Cinquante deposit, along with multiple highly mineralized target areas. With an NI 43-101 Inferred Mineral Resource of 1,779,000 tonnes grading 0.69% U3O8, totalling 27.13 million pounds U3O8, (15.2 pounds U3O8/tonne) at a 0.2% U3O8 cut-off grade, the Lac Cinquante Deposit is Canada’s highest grade uranium deposit outside of the Athabasca Basin.

Since acquiring the Angilak Property in 2008, Kivalliq has invested approximately $30 million conducting systematic exploration, including ground and airborne geophysics, geological mapping, prospecting and approximately 48,000 metres of RC and diamond drilling.

On behalf of the Board of Directors

"Jim Paterson"

James R. Paterson, CEO
Kivalliq Energy Corporation

For further information about, Kivalliq Energy Corporation or this news release, please visit our website at www.kivalliqenergy.com (m.kivalliqenergy.com) or contact Investor Relations toll free at 1.888.331.2269, at 604.646.4527, or by email at [email protected].

Kivalliq Energy Corporation is a member of the Aurora Resource Group of companies, for more information please visit www.auroraresource.com.

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 release.

Certain disclosures in this release, including management’s assessment of plans and projects and intentions with respect to listings of securities, use of proceeds, future exploration programs and the completion of the financings, constitute forward-looking statements that are subject to numerous risks, uncertainties and other factors relating to Kivalliq’s operations as a mineral exploration company that may cause future results to differ materially from those expressed or implied in such forward-looking statements, including risks as to the completion of the plans and projects. Readers are cautioned not to place undue reliance on forward-looking statements. Other than as required by applicable securities legislation, Kivalliq expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES

Vancouver, British Columbia – Kivalliq Energy Corporation (TSXV:KIV) (“Kivalliq” or the “Company”) today announced that it has closed the final tranche of the private placement financing announced March 7, 2011 pursuant to the amended terms described in the Company’s news release dated March 23, 2011 (the “Non-Brokered Private Placement ”). The final tranche consisted of 1,750,000 additional shares for gross proceeds of $875,000. Pursuant to the Non-Brokered Private Placement, the Company has now issued an aggregate of 10,300,000 common shares at a price of $0.50 per share for gross proceeds of $5,150,000.

Insiders of the Company participated in the Non-Brokered Private Placement and a portion of the Non-Brokered Private Placement was subject to finders’ fees (including all of the final tranche). On applicable gross proceeds, certain finders received a cash commission of 6% and warrants equal to 3%. Each warrant shall be exercisable to acquire one common share of the Company at an exercise price of $0.50 for a period of 24 months from closing. Securities issued under the final tranche of the Non-Brokered Private Placement are subject to a hold period which will expire four months and a day from the date of closing, being August 6, 2011.

About Kivalliq Energy Corporation

Kivalliq Energy Corporation is a uranium exploration and development company, and the first company in Canada to sign a comprehensive agreement with the Inuit of Nunavut to explore for uranium on Inuit Owned Lands in Nunavut.

With an NI 43-101 compliant Inferred Mineral Resource of 810,000 tonnes grading 0.79% U3O8 , totaling 14.15 million lbs U3O8 (17.5 lbs U3O8/tonne) at a 0.2% U3O8 cut-off grade, the Lac Cinquante Deposit is Canada’s highest grade uranium deposit, outside of the Athabasca Basin. Kivalliq’s flagship project, the 225,000 acre Angilak Property in Nunavut, hosts the high-grade Lac Cinquante deposit, along with nine additional high priority target areas. Since acquiring the Angilak Property in 2008, the Company has invested approximately $12 million conducting systematic exploration.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

On behalf of the Board of Directors

“James Paterson”

James Paterson, CEO
Kivalliq Energy Corporation

For further information about, Kivalliq Energy Corporation or this news release, please visit our website at www.kivalliqenergy.com or contact Investor Relations at 1.888.331.2269 toll free, directly at 604.646.4527 or by email at [email protected].

Kivalliq Energy Corporation is a member of the Discovery Group of companies, for more information on the group visit www.discoveryexp.com.

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES

March 31, 2011 Vancouver, British Columbia – Kivalliq Energy Corporation (TSXV:KIV) (“Kivalliq” or the “Company”) today announced that it has closed the first tranche of the private placement financing announced March 7, 2011 pursuant to the amended terms described in the Company’s news release dated March 23, 2011 (the “Non-Brokered Private Placement ”). The Company has issued an aggregate of 8,550,000 common shares at a price of $0.50 per share for gross proceeds of $4,275,000.

The Company expects to close the second and final tranche of this financing, 1,750,000 additional shares for gross proceeds of $875,000, on or about Tuesday April 5, 2011

Insiders of the Company participated in the Non-Brokered Private Placement and a portion of the Non-Brokered Private Placement was subject to finders’ fees. On applicable gross proceeds, certain finders received a cash commission of 6% and warrants equal to 3%. Each warrant shall be exercisable to acquire one common share of the Company at an exercise price of $0.50 for a period of 24 months from closing. Securities issued under the Private Placement are subject to a hold period which will expire four months and a day from the date of closing, being August 1, 2011.

About Kivalliq Energy Corporation

On behalf of the Board of Directors

“James Paterson”
James Paterson, CEO
Kivalliq Energy Corporation

Kivalliq Energy Corporation is a member of the Discovery Group of companies, for more information on the group visit www.discoveryexp.com.

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES

OR FOR DISSEMINATION IN THE UNITED STATES

March 30, 2011 Vancouver, British Columbia – Kivalliq Energy Corporation (TSXV:KIV) (“Kivalliq” or the “Company”)is pleased to announce that it has today closed the bought deal private placement financing announced March 7, 2011 pursuant to the amended terms described in the Company’s news release dated March 23, 2011 (the “Offering”). The Company has issued an aggregate of 12,333,600 flow-through common shares (the “Shares”) at a price of $0.60 per Share for gross proceeds of $7,400,160.

The Offering was led by Canaccord Genuity Corp. and included Raymond James Ltd., Dundee Securities Corp., Haywood Securities Inc. and Versant Partners Inc. (the “Underwriters”). The Underwriters received a cash commission of 6% of the gross proceeds raised through the Offering and warrants (“Broker Warrants”) equal to 3% of the Shares issued through the Offering. Each Broker Warrant shall be exercisable to acquire one common share of the Company at an exercise price of $0.90 for a period of 24 months from closing. Securities issued under the Offering are subject to a hold period which will expire four months and a day from the date of closing, being July 31, 2011.

The Company expects to close tomorrow the non-brokered private placement also announced in the Company’s news releases issued March 7 and March 23, 2011.

About Kivalliq Energy Corporation

On behalf of the Board of Directors

“James Paterson”
James Paterson, CEO
Kivalliq Energy Corporation

Kivalliq Energy Corporation is a member of the Discovery Group of companies, for more information on the group visit www.discoveryexp.com.

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

March 23, 2011 Vancouver, British Columbia – Kivalliq Energy Corporation (TSXV:KIV) (“Kivalliq” or the “Company”) today announced that it has revised the terms of the financing previously announced on March 7, 2011. A syndicate of underwriters, led by Canaccord Genuity Corp. and including Raymond James Ltd., Dundee Securities Corp., Haywood Securities Inc. and Versant Partners Inc. (the “Underwriters”), are now proposing to sell 11,120,000 common shares of the Company issuable on a “flow-through” basis pursuant to the Income Tax Act (Canada) (the “Flow-Through Shares”) at a price of CAD$0.60 per Flow-Through Share to raise CAD$6,672,000, on a bought deal private placement basis (the “Underwritten Offering”). The Company has granted the Underwriters an over-allotment option, exercisable prior to the closing of the Underwritten Offering, to purchase up to 2,780,000 additional Flow-Through Shares at the issue price of the Offering, for additional proceeds of up to CAD$1,668,000 (the “Over-Allotment Option”, and together with the Underwritten Offering, the “Offering”).

In addition, the Company now plans to undertake a non-brokered private placement financing for up to 10,000,000 common shares at a price of CAD$0.50 per share (the “Non-Brokered Private Placement”) for gross proceeds of CAD$5,000,000. Insiders of the Company may participate in the Non-Brokered Private Placement and a portion of the Non-Brokered Private Placement may be subject to finders’ fees.

The Underwriters will receive a cash commission on the sale of the Flow-Through Shares equal to 6% of the gross proceeds raised and broker warrants (“Broker Warrants”) equal to 3% of the Offering. Each Broker Warrant shall be exercisable for one common share of the Company at a price of CAD$0.90 at any time up to 24 months after closing.

The Company intends to use the net proceeds of the Offering and the Non-Brokered Private Placement to explore and develop Kivalliq’s high-grade Lac Cinquante uranium deposit, located within the Angilak Property within Nunavut, Canada, and for general working capital purposes.

The date of Closing of the Underwritten Offering and the Non-Brokered Private Placement, have also been extended, and are now each anticipated to occur on or about March 30, 2011, subject to receipt of applicable regulatory approvals. The securities issued by Kivalliq in connection with the Offering and the Non-Brokered Private Placement are subject to a four month “hold period” as prescribed by the TSX Venture Exchange and applicable securities laws.

About Kivalliq Energy Corporation

On behalf of the Board of Directors

“James Paterson”
James Paterson, CEO
Kivalliq Energy Corporation

Kivalliq Energy Corporation is a member of the Discovery Group of companies, for more information on the group visit www.discoveryexp.com.

March 7, 2011 Vancouver, British Columbia – Kivalliq Energy Corporation (TSXV:KIV) (“Kivalliq” or the “Company”) is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by Canaccord Genuity Corp. and including Raymond James Ltd., Dundee Securities Corp., Haywood Securities Inc. and Versant Partners Inc. (the “Underwriters”) to sell 11,120,000 common shares of the Company issuable on a “flow-through” basis pursuant to the Income Tax Act (Canada) (the “Flow-Through Shares”) at a price of CAD$0.90 per Flow-Through Share to raise CAD$10,008,000, on a bought deal private placement basis (the “Underwritten Offering”). The Company has granted the Underwriters an over-allotment option, exercisable prior to the closing of the Underwritten Offering, to purchase up to 2,780,000 additional Flow-Through Shares at the issue price of the Offering, for additional proceeds of up to CAD$2,502,000 (the “Over-Allotment Option”, and together with the Underwritten Offering, the “Offering”).

In addition, the Company plans to undertake a non-brokered private placement financing for up to 10,000,000 common shares at $0.78 per share (the “Non-Brokered Private Placement”). Insiders of the Company may participate in the Non-Brokered Private Placement and a portion of the Non-Brokered Private Placement may be subject to finders’ fees.

Closing of the Offering and the Non-Brokered Private Placement are each anticipated to occur on or about March 24, 2011 and are subject to receipt of applicable regulatory approvals. The securities issued by Kivalliq in connection with the Offering and the Non-Brokered Private Placement are subject to a four month “hold period” as prescribed by the TSX Venture Exchange and applicable securities laws.

About Kivalliq Energy Corporation

On behalf of the Board of Directors

“James Paterson”

James Paterson, CEO
Kivalliq Energy Corporation

Kivalliq Energy Corporation is a member of the Discovery Group of companies, for more information on the group visit www.discoveryexp.com.

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES

About Kivalliq Energy Corporation

On behalf of the Board of Directors

“James Paterson”
James Paterson, CEO
Kivalliq Energy Corporation

Kivalliq Energy Corporation is a member of the Discovery Group of companies, for more information on the group visit www.discoveryexp.com.

Kivalliq Energy Corporation (TSX-V: KIV) ("Kivalliq" or the "Company") today announced that it has closed the CDN$5.0 million non brokered private placement with Lumina Capital Limited Partnership ("Lumina Capital") and other strategic investors previously announced on December 3, 2010.

The financing consisted of 7.1 million common shares, at a price of $0.70 per share. Commissions of $120,000 were payable on portions of the Placement. All securities issued as part of the Placement will be subject to a four month resale restriction ending on April 18, 2011.

The proceeds from this financing will be used to explore and develop Kivalliq’s high-grade Lac Cinquante uranium deposit, located within the Angilak Property within Nunavut, Canada, and for general working capital purposes.

About Kivalliq Energy Corporation

The Lac Cinquante Deposit is Canada’s highest grade uranium deposit outside of the Athabasca Basin. Kivalliq’s core asset, the 225,000 acre Angilak Property hosts the historic Lac Cinquante uranium deposit, and over 150 other uranium occurrences. Since acquiring the project in 2008 the Company has invested approximately $11.9 million on the property conducting systematic exploration which has included ground and airborne geophysics, geological mapping, prospecting and 18,350 meters of drilling.

On behalf of the Board of Directors

“Jim Paterson”

Jim Paterson, CEO
Kivalliq Energy Corporation

Kivalliq Energy Corporation is a member of the Discovery Group of companies, for more information on the group visit www.discoveryexp.com (m.discoveryexp.com).

Kivalliq Energy Corporation (TSX-V: KIV) ("Kivalliq" or the "Company") today announced that Lumina Capital Limited Partnership ("Lumina Capital") together with certain other strategic investors, will subscribe for a total of CDN$5 million in a non brokered private placement in Kivalliq consisting of $4.5 million flow-through common shares of the Company (“Shares”) and $500,000 non-flow-through Shares (the “Private Placement”). The proceeds from this financing will be used to explore and develop Kivalliq’s high-grade Lac Cinquante uranium deposit and other prospects located within the Angilak Project in Nunavut, Canada, and for general working capital purposes.

“We thank our financial partners for their commitment to the Company,” stated Jim Paterson, Kivalliq’s CEO. “From their initial investment in the first quarter of 2010 they have continued to be highly supportive of our efforts to deliver the first NI 43-101 mineral resource at the Angilak Property by Q1 of 2011.”

The financing will consist of 7.1 million Shares, at a price of $0.70 per Share. A finder’s fee will be payable on a portion of the Placement. Directors and Officers of the Company may be participating in the Private Placement. The financing is subject to regulatory approval and the securities will be subject to a four month resale restriction.

About Kivalliq Energy Corporation

Kivalliq Energy Corporation is a uranium exploration and development company, and the first company in Canada to sign a comprehensive agreement with the Inuit of Nunavut to explore for uranium on Inuit Owned Lands in Nunavut Territory, Canada.

Kivalliq’s core asset, the 225,000 acre Angilak Project, is comprised of the historic Lac Cinquante uranium deposit (not National Instrument 43-101 compliant)** and over 150 other uranium occurrences. Since acquiring the project in 2008, the Company has spent approximately $11.9 million on the property conducting systematic exploration which has included ground and airborne geophysics, geological mapping and drilling.

This news release is not for distribution to United States news wire services or for dissemination in the United States.

On behalf of the Board of Directors
“James Paterson”
James Paterson CEO
Kivalliq Energy Corporation

Kivalliq Energy Corporation is a member of the Discovery Group of companies, for more information on the group visit www.discoveryexp.com.

Certain disclosures in this release, including management’s assessment of plans and projects and intentions with respect to listings of securities, use of proceeds and future exploration programs, constitute forward-looking statements that are subject to numerous risks, uncertainties and other factors relating to Kivalliq’s operations as a mineral exploration company that may cause future results to differ materially from those expressed or implied in such forward-looking statements, including risks as to the completion of the plans and projects. Readers are cautioned not to place undue reliance on forward-looking statements. Kivalliq expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.

Kivalliq Energy Corporation (TSX-V: KIV) ("Kivalliq" or the "Company") today announced that it has closed the CDN$6.2 million non brokered private placement with Lumina Capital Limited Partnership ("Lumina Capital") and other strategic investors previously announced on July 15 and July 29, 2010.

The financing consist of 24.8 million units (“Units”), at a price of $0.25 per Unit. Each Unit consists of one common share and one-half of one whole warrant. Each whole warrant will allow the holder to acquire an additional common share of Kivalliq at a price of $0.35 per share for a period of two years following the date of issuance of the Unit, being either July 29, 2012, or September 10, 2012. A commission $187,500 was payable on a portion of the Placement. All securities issued as part of this portion of the Placement will be subject to a four month resale restriction ending on January 11, 2011.

The proceeds from this financing will be used to explore and develop Kivalliq’s high-grade Lac Cinquante uranium deposit, located within the Angilak Project within Nunavut, Canada, and for general working capital purposes.

About Kivalliq Energy Corporation

Kivalliq’s core asset, the 225,000 acre Angilak Project, is comprised of the historic Lac Cinquante uranium deposit (not National Instrument 43-101 compliant)** and over 150 other uranium occurrences. Since acquiring the project in 2008, the Company has spent approximately $6.7 million on the property conducting systematic exploration which has included ground and airborne geophysics, geological mapping and drilling.

On behalf of the Board of Directors
“John Robins”
John Robins, P.Geo
President and CEO
Kivalliq Energy Corporation

For further information about, Kivalliq Energy Corporation or this news release, please visit our website at www.kivalliqenergy.com or contact Tony Reda, Investor Relations, at toll free 1.888.331.2269, directly at 604.646.4534 or by email at [email protected]. Kivalliq Energy Corporation is a member of the Discovery Group of companies, for more information on the group visit www.discoveryexp.com .

** The quoted disclosure of historical resource estimates for the Lac Cinquante Uranium Deposit was prepared by Aberford Resources Ltd in 1982, Abermin Corporation in 1986, and referenced by other subsequent sources. It was prepared prior to the implementation of National Instrument 43-101 (NI 43-101) and should not be relied upon since it does not comply with NI 43-101 Standards of Disclosure for Mineral Projects. A Qualified Person has not classified the historical estimates as current mineral resources or reserves, and therefore, Kivalliq is not treating them as such. Kivalliq has not completed any work to verify these estimates, but ongoing exploration programs are designed to evaluate the economic potential of the deposit and environs. It is uncertain if further exploration will result in the deposit being classified a mineral resource or reserve. However, the historical uranium resource estimate is relevant because: it is indicative of a mineralized zone worthy of follow-up exploration as it is based on drilling and surface exploration carried out by what is believed to be knowledgeable explorers in accordance with acceptable industry practices at the time of the estimate. Historic estimates were originally classified as “indicated” and “inferred” reserves, plus a third “possible” category; however, the equivalent categories acceptable under NI 43-101 are not known at this time.

Certain disclosures in this release, including management’s assessment of plans and projects and intentions with respect to listings of securities, use of proceeds and future exploration programs, constitute forward-looking statements that are subject to numerous risks, uncertainties and other factors relating to Kivalliq’s operations as a mineral exploration company that may cause future results to differ materially from those expressed or implied in such forward-looking statements, including risks as to the completion of the plans and projects. Readers are cautioned not to place undue reliance on forward-looking statements. Kivalliq expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.