Silver Elephant Mining Corp 6-K, filed Oct 26, 2021
Silver Elephant Mining Corp. (SILEF)
6-K
2021-10-26
For: 2021-10-26
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Added on
April 06, 2026
About this 6-K
Silver Elephant Mining Corp filed this 6-K on October 26, 2021.
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
For the
month of October
2021
Commission
File Number 000-55985
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SILVER ELEPHANT MINING CORP.
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(Translation
of registrant’s name into English)
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Suite 1610 – 409 Granville Street
Vancouver, British Columbia, Canada V6C 1T2
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(Address
of principal executive offices)
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Indicate
by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F
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Form
20-F
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☒
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Form
40-F
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☐
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Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1):
☐
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Note: Regulation S-T Rule 101(b)(1) only permits
the submission in paper of a Form 6-K if submitted solely to
provide an attached annual report to security holders.
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Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(7): ☐
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Note: Regulation S-T Rule 101(b)(7) only permits
the submission in paper of a Form 6-K if submitted to furnish
a report or other document that the registrant foreign private
issuer must furnish and make public under the laws of the
jurisdiction in which the registrant is incorporated, domiciled or
legally organized (the registrant’s “home
country”), or under the rules of the home country exchange on
which the registrant’s securities are traded, as long as the
report or other document is not a press release, is not required to
be and has not been distributed to the registrant’s security
holders, and, if discussing a material event, has already been the
subject of a Form 6-K submission or other Commission filing on
EDGAR.
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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SILVER ELEPHANT MINING CORP.
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Date:
October 26, 2021
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By:
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/s/
Irina Plavutska
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Irina
Plavutska
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CFO
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INDEX TO EXHIBITS
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News
release dated October 26, 2021.
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Exhibit
99.1
Silver Elephant Announces Private Placement by
Flying Nickel Mining Corp. for Proceeds of up to $7.0
Million
Not for distribution to United States Newswire Services or for
dissemination in the United States
Vancouver, British Columbia,
October 26, 2021 – Silver Elephant Mining Corp.
(“Silver
Elephant”, or the
“Company”) (TSX: ELEF, OTCQX:SILEF, Frankfurt:1P2N)
is pleased to announce that further to its press releases on August
26 and September 23 2021 regarding the creation and planned
spin-out of its 100% owned Minago Nickel Project in Manitoba to
form Flying Nickel Mining Corp. (“Flying
Nickel”), Silver Elephant
has entered into an agreement with Red Cloud Securities Inc.
(“Red
Cloud”) to act as lead
agent and sole bookrunner on behalf of a syndicate of agents,
including Canaccord Genuity Corp. (collectively with Red Cloud, the
“Agents”) in connection with a fully marketed
private placement (the “Flying Nickel
Offering”) for gross
proceeds of up to $7,000,000 from the sale of the
following:
●
up to 5,000,000 subscription receipts of Flying
Nickel (each, a “Non-FT Subscription
Receipt”) at a price of
$0.70 per Non-FT Subscription Receipt for gross proceeds of up to
$3,500,000 from the sale of Non-FT Subscription Receipts;
and
●
flow-through eligible subscription receipts of
Flying Nickel (each, a “FT Subscription
Receipt”, and
collectively with the Non-FT Subscription Receipts, the
“Offered
Securities”) at a price
of $0.77 per FT Subscription Receipt.
The
Agents will have the option, exercisable in full or in part up to
48 hours prior to the closing of the Flying Nickel Offering, to
sell up to an additional $1,000,000 in Offered Securities at their
respective offering prices.
Upon the satisfaction of certain escrow release
conditions (the “Escrow Release
Conditions”), the Offered
Securities shall be deemed to be exercised, without payment of any
additional consideration and without further action on the part of
the holder thereof, for the following:
●
each Non-FT Subscription Receipt shall be
automatically converted into one unit of Flying Nickel (each, a
“Unit”); and
●
each FT Subscription Receipt shall be
automatically converted into one common share of Flying Nickel to
be issued as a “flow-through share” within the meaning
of the Income Tax Act (Canada) (each, a “FT Share”).
Each Unit will consist of one common share of
Flying Nickel (each a “Unit Share”) and one half of one common share purchase
warrant (each whole warrant, a “Warrant”). Each whole Warrant shall entitle the
holder to purchase one common share of Flying Nickel (each, a
“Warrant
Share”) at a price of
$1.00 at any time on or before that date which is 24 months after
the date of issuance of the Units.
The
Escrow Release Conditions include
1.
The completion of the arrangement for the transfer
of the Minago Nickel Project in Manitoba into Flying Nickel (the
“Arrangement”), which is subject to Silver Elephant
shareholder, court and regulatory approvals;
2.
The distribution of
the Unit Shares, FT Shares and Warrants underlying the Offered
Securities being exempt from applicable prospectus and registration
requirements of applicable securities laws.
Following the
completion of the Arrangement scheduled in December 2021, it is
expected that Flying Nickel will list its common shares on the TSX
Venture Exchange shortly thereafter.
It is presently expected that there shall be approximately
50,000,000 Flying Nickel shares issued and outstanding upon
completion of the Arrangement and immediately prior to the
conversion of subscription receipts into common
shares.
The
proceeds of the Flying Nickel Offering will be kept in escrow and
not released to Flying Nickel unless the Escrow Release Conditions
are satisfied by the deadline provided in the terms of the
subscription receipt agreement that will govern the Offered
Securities. Following the satisfaction of the Escrow Release
Conditions, the net proceeds of the Flying Nickel Offering will be
used for the exploration and advancement of the Minago Nickel
Project as well as for general working capital purposes. The Flying
Nickel Offering is scheduled to close on or around November 17,
2021 and is subject to TSX approval.
All dollar values are expressed in Canadian dollars
About
Silver Elephant Mining Corp.
Silver Elephant
Mining Corp. is a premier mining and exploration company in silver,
nickel, and vanadium.
Further information
about the Minago nickel project and the Arrangement can be found at
www.flynickel.com.
Further information
on Silver Elephant can be found at www.silverelef.com.
SILVER
ELEPHANT MINING CORP.
ON BEHALF OF THE
BOARD
“John
Lee”
Executive Chairman
For more
information about Silver Elephant, please contact Investor
Relations:
+1.604.569.3661
ext. 101
ir@silverelef.com
www.silverelef.com
Neither the Toronto Stock Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the Toronto
Stock Exchange) accepts responsibility for the adequacy or accuracy
of this release.
Cautionary
Note Regarding Forward-Looking Statements
Certain statements
contained in this news release, including statements which may
contain words such as “expects”,
“anticipates”, “intends”,
“plans”, “believes”,
“estimates”, or similar expressions, and statements
related to matters which are not historical facts, are
forward-looking information within the meaning of applicable
securities laws. Such forward-looking statements, which reflect
management’s expectations regarding Silver Elephant’s
future growth, results of operations, performance, business
prospects and opportunities, are based on certain factors and
assumptions and involve known and unknown risks and uncertainties
which may cause the actual results, performance, or achievements to
be materially different from future results, performance, or
achievements expressed or implied by such forward-looking
statements.
These factors
should be considered carefully, and readers should not place undue
reliance on the Silver Elephant’s forward-looking statements.
Silver Elephant believes that the expectations reflected in the
forward-looking statements contained in this news release and the
documents incorporated by reference herein are reasonable, but no
assurance can be given that these expectations will prove to be
correct. In addition, although Silver Elephant has attempted to
identify important factors that could cause actual actions, events
or results to differ materially from those described in forward
looking statements, there may be other factors that cause actions,
events or results not to be as anticipated, estimated or intended.
Silver Elephant undertakes no obligation to release publicly any
future revisions to forward-looking statements to reflect events or
circumstances after the date of this news or to reflect the
occurrence of unanticipated events, except as expressly required by
law.
None of the
securities to be issued pursuant to the Offering have been or will
be registered under the United States Securities Act of 1933, as
amended (the “U.S. Securities
Act”), or any state securities laws, and any
securities issuable in the transaction are anticipated to be issued
in reliance upon available exemptions from such registration
requirements pursuant to Section 3(a)(10) of the U.S. Securities
Act and applicable exemptions under state securities laws. This
press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities.