London, UK – June 30, 2022 – Sorbie Bornholm LP, (“Sorbie”) a UK Investment Fund, is pleased to announce an investment in Tocvan Ventures Corp. (the “Company”) (CSE: TOC; OTCQB: TCVNF; WKN: TV3/A2PE64). The gross amount of the investment is $5.125 million (CAD). The funds will go towards the advancement of the Company’s Pilar and El Picacho Au-Ag projects in Sonora, Mexico and for general working capital purposes.
In connection with the Placement, the Company has entered into a series of agreements with Sorbie to issue the following securities for aggregate net consideration of $5.125 million over the next 24 months:
- 3,200,000 units of the Company (each a “Unit“) Each Unit consists of one common share in the capital of the Company (a “Subscription Share“) at a price of $0.82 per Unit and one common share purchase warrant (a “Warrant“), with each Warrant entitling the holder to purchase an additional common share at an exercise price of $1.20 for a period of three years from the closing date; and
- 2,501 Convertible Loan Notes (“Notes“) in the principal amount of $1,000 per Note, bearing an interest rate of 1% per annum. Each Note is convertible into 1,220 common shares for a period of 3 years from the date of issuance. Each Note includes detachable warrant allowing the holder to acquire up to 1,220 common shares per Note, exercisable for 3 years. Of the 1,220 warrants, 610 Warrants can be exercised at C$1.30 per share, and 610 Warrants can be exercised at $1.40 per share. Conversion of the Notes is limited to only when shares issued combined with the then current holdings of the holder will not take the holder above 9.9% ownership of the Company. The Corporation shall also be entitled to issue an additional 308 Notes to Sorbie for proceeds of $307,500 pursuant to the terms of the Sharing Agreement described below.
In order to facilitate and secure the delivery of the funds over the next 24 months, the Company has entered into a sharing agreement dated June 28, 2022 with Sorbie (the “Sharing Agreement”). This structure allows the Company to retain much of the economic interest in the Sorbie Subscription Shares and Notes. The Sharing transaction will allow the Company to secure the potential upside on 4,659,091 of the Sorbie Subscription Shares arising from news flow over the next 24 months. The Sharing transaction provides that the Company’s economic interest will be determined and payable in 24 monthly settlement tranches as measured against a benchmark price of $1.10 per share. If the measured share price exceeds the benchmark price, for that month, the Company will receive more than 100 percent of the monthly settlement due. The measured share price is determined based on a VWAP for 20 trading days prior to the monthly settlement. There is no upper limit placed on the additional proceeds receivable by the Company as part of the monthly settlements. Should the share price be below the benchmark price, the Company will receive less than 100 percent of the expected monthly settlement on a pro rata basis. In no case would a decline in the Company’s share price result in any increase in the number of ordinary shares to be issued to Sorbie or any other advantage accruing to Sorbie.
The structure of this Placement is designed to provide the Company with flexibility in continuing to advance the Company’s Projects in Mexico while maintaining a constant source of funds covering a portion of the Company’s short to medium term cash flow requirements.
About Tocvan Ventures Corp.
Tocvan is a well-structured exploration development company. Tocvan was created in order to take advantage of the prolonged downturn in the junior mining exploration sector, by identifying and negotiating interest in opportunities where management feels they can build upon previous success. Tocvan has approximately 33 million shares outstanding and is earning 100% into two exciting opportunities in Sonora, Mexico: the Pilar Gold-Silver project and the El Picacho Gold-Silver project. Management feels both projects represent tremendous opportunity to create shareholder value.
For more information, please contact the Company:
Brodie A. Sutherland, CEO
About Sorbie Bornholm
Sorbie Bornholm LP is a global investment firm that provides funding for ongoing business objectives to listed micro, small and mid-cap growth companies. We focus on equity investments in companies that are already listed and looking to expand – and on management teams with a clear growth strategy. Our extensive experience allows us to invest in most industries – and to focus on providing supportive, longer term capital that rewards company growth.
Since 2007, Sorbie Bornholm LP founder Greg Kofford has perfected the “Sorbie-Strategy”, utilizing a sharing agreement that supports management and rewards growth. This unique approach has now been used in over 40 secondary offerings – with many of those resulting in the companies receiving more cash than the original offering proceeds – without having to issue any additional shares.
Sorbie Bornholm’s core values drive who we are and how we invest. We are committed to developing long-term relationships with select listed public companies and their brokers & advisers. We focus on providing supportive, longer term capital that rewards growth. We invest to make a difference, to become a valued partner and to be a shareholder of choice. It’s important to us that we succeed together.
To see if the Sorbie-Strategy is right for your company, please contact Sorbie Bornholm:
Whitney Kofford, Managing Director
Phone: (801) 554-5889