Camrova Resources Announces $250,000 Private Placement

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TORONTO, Jan. 25, 2019 /CNW/ - Camrova Resources Inc. ("Camrova" or the "Company") (TSX-V: CAV; OTC: BAJFF; SSE :CAVCL.CAV US$ - Chile) announces that it intends to raise up to CDN $250,000 by way of a non-brokered private placement (the "Offering") of units ("Units") of the Company at a price of $0.06 per Unit. Each Unit will consist of one common share in the capital of Camrova (the "Common Shares") and one Common Share purchase warrant (the "Warrants"). Each Warrant will be exercisable into one Common Share for a period of two years at a price of $0.10 per share. A finder's fee of up to 7% cash and 7% broker warrants (having the same characteristics as the Units) may be paid to eligible finders.

The proceeds of the Offering will be used to pay for the costs associated with proceeding to completion of the proposed asset acquisition transaction with Armex Mining Corp. (the "Armex Transaction") including due diligence costs, audit fees, legal fees and costs of preparing the necessary documentation for the Armex Transaction and for general corporate purposes. The Offering is intended to be completed independently from the Armex Transaction and the funds raised in connection with the Offering will be made available for Camrova's use immediately upon closing.

The securities issued in connection with the Offering will be subject to a hold period expiring four months and one day from the date of issuance of such securities.

The Offering is subject to the approval of the TSX Venture Exchange ("TSXV"). Members of the board of directors of Camrova may participate in the Offering.

Completion of the Armex Transaction is subject to a number of conditions, including but not limited to TSXV acceptance and shareholder approval. The Armex Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Armex Transaction will be completed as proposed or at all.

About Camrova Resources Inc. 

Camrova is a Canadian mining company whose common shares are listed on the TSX-V. Camrova owns a 7.24% interest in the Boleo copper-cobalt-zinc mine located in Baja California Sur, Mexico.

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.

Cautionary Statements

Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Camrova's current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this release contains forward-looking information relating to, among other things, the ability of the Company to complete the Offering and to satisfy due diligence requirements, closing conditions and receive necessary shareholder and regulatory approvals in order to complete the Armex Transaction.

Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to Camrova. Although such statements are based on management's reasonable assumptions, there can be no assurance that the proposed transactions will occur, or that if the proposed transactions do occur, will be completed on the terms described above.

The forward-looking information contained in this release is made as of the date hereof and Camrova is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.

This announcement does not constitute an offer, invitation or recommendation to subscribe for or purchase any securities and neither this announcement nor anything contained in it shall form the basis of any contract or commitment.  In particular, this announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States, or in any other jurisdiction in which such an offer would be illegal. 

The securities referred to herein have not been and will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), or under the securities laws of any state or other jurisdiction of the United States and may not be offered or sold, directly or indirectly, within the United States, unless the securities have been registered under the Securities Act or an exemption from the registration requirements of the Securities Act is available.

SOURCE Camrova Resources Inc.