$6 Million Participation by Dundee Corporation
September 16, 2013 - AMERICAN VANADIUM CORP. ("American Vanadium" or the "Company") (TSX.V: AVC) (OTCQX: AVCVF) today announces that it has revised the private placement ("Private Placement") previously announced on June 26, 2013.
The Private Placement will now be for up to 16,000,000 units at the price of $0.50 per unit ("Unit") for aggregate gross proceeds of $8 million. Dundee Corporation ("Dundee") is expected to participate in the Private Placement for 12,000,000 Units for aggregate gross proceeds of $6,000,000 to close in two tranches.
It is expected that the first tranche of the Private Placement for up to $5 million, including $3 million from Dundee, will close on or about September 26, 2013. The second tranche of $3,000,000 from Dundee is expected to close on or prior to the 90th day following receipt of TSX Venture Exchange conditional approval in respect of the Private Placement.
Each Unit will consist of one common share in the capital of the Company (a "Common Share"), one half of a warrant exercisable at $0.60 ("$0.60 Warrant") and one half of a warrant exercisable at $0.80 ("$0.80 Warrant"). Each whole $0.60 Warrant will entitle the holder thereof to purchase one Common Share (a "Warrant Share") at a price of $0.60 for a period of 6 months following the closing of the first or second tranche of the Private Placement, as applicable. Each whole $0.80 Warrant will entitle the holder thereof to purchase one Warrant Share at a price of $0.80 for a period of 2 years following the closing of the first or second tranche of the Offering, as applicable.
Contemporaneously with the closing of the first tranche of the Private Placement, the board of directors of the Company shall appoint a nominee of Dundee to serve on the board of directors of the Company.
The Company will pay a finder's fee of 6% cash and the issuance of 6% Warrants on a portion of the non-Dundee Units sold.
The Private Placement remains subject to final approval of the TSX Venture Exchange, and to shareholders' approval of Dundee Corporation becoming a "control person" of the Company, holding over 20% of the company's shares, after completion of the second tranche of the Private Placement.
"We continue to make great strides in positioning American Vanadium as a leading energy storage company in America, and are very appreciative of the strong financial backing of Dundee Corporation as well as our other shareholders in this endeavor," stated Bill Radvak, President & CEO of American Vanadium." This financing will allow us to grow a sales force for CellCube vanadium flow batteries in North America, and is expected to fund the operations at our Gibellini Vanadium Project, Nevada through to completion of the environmental permitting process and mine design."
About American Vanadium Corp.
American Vanadium is an integrated energy storage company that markets and sells GILDEMEISTER'S CellCube vanadium redox flow batteries in North America. American Vanadium is developing the only vanadium mine in the United States, providing a critical source of vanadium electrolyte for CellCube energy storage systems. The Company's Gibellini Vanadium Project, located in Nevada, is being designed to economically produce vanadium electrolyte for the energy storage industry, as well as vanadium products for the steel and alloying industries.
ON BEHALF OF THE BOARD
Bill Radvak, President and CEO
For further information, please contact: Dan Schieber, Director, Corporate Finance
(604) 681-8588 X 106
NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
Forward-Looking Statements: This press release contains "forward-looking information" within the meaning of applicable Canadian securities laws, including closing of the offering, shareholder approval, use of proceeds, future plans and objectives for the Gibellini Project and the energy storage business. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of American Vanadium to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Forward-looking information includes estimates of mine production rates and mine life, revenues from future mining operations, capital and operating costs, and pay-back period. Factors that may cause actual results to vary include, but are not limited to, changes in project parameters as plans continue to be refined; future prices of vanadium; possible variations in reserves, grade or recovery rates; changes to capital and operating cost estimate, delays in obtaining governmental approvals or financing or in the completion of development or construction activities. We may not have adequate capital, financing or cash flow to sustain our business or implement our business plans. Statements contemplating or making assumptions regarding actual or potential sales, market size and demand, prospective business contracts, customer orders or trends in the energy storage market constitute forward looking statements. Our actual results may differ from those indicated in forward looking statements as the energy storage and renewable energy generation business is subject to significant economic, competitive, regulatory, business and industry risks which are difficult to predict and many of which are beyond our control. Our business performance may be adversely affected by a general decline in the economy, unavailability of capital or financing for prospective customers to purchase products and services from us, competition, changes in regulations, a decline in the demand for energy storage and other risks. Although American Vanadium has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. American Vanadium does not undertake to update any forward-looking statements, except in accordance with applicable securities laws.
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