Tocvan Ventures increases financing to $8.7-million

Executive Summary

• Tocvan Ventures Corp. has upsize its previously announced bought deal private placement financing to $8.7 million due to investor demand, increasing the offering size from the original amount.
• The company has entered into an amended agreement with Stifel Canada as sole underwriter to purchase 8.7 million units at $1.00 per unit, with an additional over-allotment option for up to 1,305,000 units.
• Net proceeds will be used to advance the company's gold projects in Sonora, Mexico, and for general working capital.

Key Details

• Transaction Structure: Bought deal private placement offering pursuant to the listed issuer financing exemption (NI 45-106).
• Gross Proceeds: $8.7 million (base offering).
• Over-Allotment Option: Underwriter has an option to purchase up to an additional 1,305,000 units at $1.00 per unit, exercisable up to 48 hours prior to closing.
• Price Per Unit: $1.00.
• Unit Composition: Each unit consists of one common share and one common share purchase warrant.
• Warrant Terms (Investors): Each warrant is exercisable to acquire one common share at an exercise price of $1.40 per share for a period of 36 months following the closing date.
• Underwriter Compensation:
  • Cash commission: 7.0% of gross proceeds.
  • Compensation warrants: 7.0% of the number of units sold.
  • Compensation Warrant Terms: Entitles holder to acquire a common share at the issue price ($1.00) for a period of 24 months from the date of issue.
• Use of Proceeds: Advancing gold projects in Sonora and general working capital.
• Closing Date: Expected on or about February 19, 2026.
• Regulatory Status: Subject to acceptance by the Canadian Securities Exchange (CSE) and other regulatory approvals. Units are not subject to a statutory hold period under Canadian securities laws due to the listed issuer financing exemption.
• Jurisdiction: Offered to purchasers resident in Canada (except Quebec) and potentially in the US and other jurisdictions via private placement exemptions.

Notable Quotes

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