Silver Elephant Mining Corp 6-K, filed Feb 10, 2021
Silver Elephant Mining Corp. (SILEF)
6-K
2021-02-10
For: 2021-02-10
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Added on
July 04, 2026
About this 6-K
Silver Elephant Mining Corp filed this 6-K on February 10, 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 February
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: February
10, 2021
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By:
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/s/ Brigitte
McArthur
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Brigitte
McArthur
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Corporate
Secretary
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INDEX TO EXHIBITS
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News
release dated February 10, 2021
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-3-
Exhibit 99.1
Silver Elephant Completes Acquisition of Minago Nickel
Sulphide
Project in Thompson Nickel Belt Manitoba, Canada
Vancouver, British Columbia, February 10, 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 release dated January 22,
2021, it has acquired of the Minago nickel project (“Minago
project”) from Victory Nickel Inc. (“Victory
Nickel”) pursuant to an Asset Purchase Agreement dated
January 21, 2021 between the Company and Victory Nickel
(“APA”).
The Minago project encompasses a 197 km2
prospective
land package and hosts one of the largest greenfield open-pit
nickel sulphide deposits in Canada, the Nose deposit, which
contains 790 million pounds of historic nickel resource (68.7 Mt
grading 0.52% Ni). Besides the Nose deposit, other drilled
discoveries that have been made at the project such as the North
Limb deposit which will add to Minago’s future global nickel
resource estimate.
A qualified person as defined by National Instrument 43-101 -
Standards of Disclosure for Mineral Projects (“NI
43-101”) has not done sufficient work to classify the
historical estimate as current mineral resources or mineral
reserves. The Company is not treating the historical estimate as
current mineral resources or mineral reserves.
Transaction details:
Under
the terms
of the APA,
●
Silver Elephant
acquired the Minago project from Victory Nickel for aggregate
consideration of US$11,675,000, which consists of a US$6,675,000
(“Property Payment”) credit against certain secured
debt owed by Victory Nickel to Silver Elephant and US$5,000,000
worth of Silver Elephant common shares (“Consideration
Shares”)
to be issued to Victory Nickel over a 1-year period. An initial
tranche of 5,363,630 Consideration Shares worth US$2,000,000 was
issued on February 9,
2021, a further US$2,000,000
worth of Consideration Shares will be issued on or before August
31, 2021, and a further US$1,000,000 worth of Consideration Shares
on or before December 31, 2021, at such timings as may be
determined at the sole option of Silver Elephant. All Consideration
Shares are subject to 4-month plus 1-day statutory hold
period.
The Property Payment
was a credit in favour of Victory Nickel against an aggregate of
approximately US$11,880,000 owed by Victory Nickel
pursuant to a Secured Debt Facility
(“SDF”).
Immediately prior to
acquiring the Minago project, Silver Elephant acquired the SDF for
US$6,675,000 in cash and 3 million Silver Elephant common share
purchase warrants, each exercisable for a period of 2 years
at an exercise price of $0.4764 from an arms-length
party pursuant to a Debt Purchase and Assignment Agreement signed
on January 15, 2021.
The SDF has been
restructured to bear zero percent interest and to expire on
February 8, 2026, which will automatically be extended in 5-year
increments. Silver Elephant
will credit the remaining balance under the SDF to Victory
Nickel’s benefit, upon completion of an independent economic
study proving positive net present value in respect of the Minago
project during the term of the
SDF. Silver Elephant has agreed
to reimburse up to $200,000 of financial advisory services rendered
by Red Cloud Securities Inc. as disclosed in a news release dated
October 30, 2020 of Victory Nickel.
●
Silver
Elephant has subscribed to 40,000,000 common shares of Victory
Nickel (“VN share”) at a price per VN share of $0.025
for cash consideration of $1,000,000, which will result in Silver
Elephant owning approximately 29% of Victory Nickel post-investment
on a non-diluted basis. Each VN share is subject to 4-month plus
1-day statutory hold period.
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Additionally, Silver Elephant has agreed to issue to Victory Nickel
$2,000,000 in Silver Elephant common shares, upon the price of
nickel exceeding US$10 per pound for 30 consecutive business days,
at any time before December 31, 2023.
●
Silver
Elephant granted Victory Nickel the right of first refusal
exercisable until December 31, 2023 with respect to the exploration
of the sandstone (non-nickel bearing sulphides) resources for frac
sand extraction at the Minago Project.
$ are CAD unless otherwise noted
Qualified Person
The
technical contents of this news release have been prepared under
the supervision of Danniel Oosterman, VP Exploration. Mr. Oosterman
is not independent of the Company in that he is employed by it. Mr.
Oosterman is a qualified person (“QP”) as defined by the guidelines
in NI 43-101.
About Silver Elephant
Silver
Elephant Mining Corp. is a premier mining and exploration company
of energy metals.
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, including, but not limited to, the ability of the
Company to explore the Minago Project, the ability of the Company
to capitalize on the Minago Project, global commodities prices and
volatility, the ability of the Company to access financing on terms
acceptable to the Company, the ability of the Company and Victory
Nickel to obtain the final approval of the Toronto Stock Exchange
and the Canadian Securities Exchange respectively, future
exploration and drilling results at the Minago Project and
elsewhere, political risks, risks associated with the ongoing
COVID-19 pandemic, general economic, social and securities risks,
and any other risks noted in the Company’s public disclosure
record, 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.