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West High Yield (W.H.Y.) Resources Ltd. Announces Private Placement Offering

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private placement offering

West High Yield Resources (WHYRF) announced a non-brokered private placement of up to 6,000,000 units at CAD$0.30 per unit, for maximum gross proceeds of CAD$1.8 million.

Each unit includes one common share and half a warrant, with full warrants exercisable at CAD$0.45 for 12 months. Proceeds will fund operations and working capital.

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AI-generated analysis. Not financial advice.

Positive

  • Up to CAD$1.8 million in gross proceeds to fund operations and working capital
  • Units priced at CAD$0.30 with additional funding potential from warrants at CAD$0.45
  • Flexibility to pay finder’s fees up to 6% to support successful capital raise

Negative

  • Issuance of up to 6,000,000 new shares implies potential equity dilution for existing holders
  • Finder’s fees up to 6% of proceeds and additional finder warrants increase overall capital cost
  • Offering completion depends on closing conditions and TSXV and other required approvals

Calgary, Alberta--(Newsfile Corp. - May 21, 2026) - West High Yield (W.H.Y.) Resources Ltd. (TSXV: WHY) (FSE: W0H) ("West High Yield" or the "Company") is pleased to announce a non-brokered private placement offering for the sale of up to 6,000,000 units of the Company (the "Units") at a price of CAD$0.30 per Unit for aggregate gross proceeds of up to CAD$1,800,000.00 (the "Offering").

Each Unit issued under the Offering will consist of one (1) common share of the Company (each, a "Common Share") and one half (1/2) of one (1) Common Share purchase warrant (each, a "Warrant"). Each full Warrant, together with CAD$0.45, will entitle the holder thereof to acquire one (1) additional Common Share for a period of twelve (12) months from its date of issuance. The Warrants will not be listed on the TSX Venture Exchange (the "TSXV").

The Company may pay a finder's fee in connection with the Offering to eligible finders in accordance with the policies of the TSXV and applicable Canadian securities laws consisting of: (i) a cash commission of up to 6% of the gross proceeds of the Offering; and (ii) common share purchase warrants (the "Finder's Warrants") of up to 6% of the number of full Warrants issued under the Offering. The Finder's Warrant will have identical terms to the Warrants.

The Offering will be completed pursuant to certain exemptions from the prospectus requirements under applicable Canadian securities laws. All securities issued under the Offering are subject to a statutory hold period from their date of issue in accordance with applicable Canadian securities laws. None of the Units, Common Shares or Warrants will be registered under the United States Securities Act of 1933, as amended, and none may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.

The proceeds from the Offering will be used to cover essential operations and general working capital purposes and expenses. The Offering is subject to certain closing conditions including, but not limited to, the receipt of all necessary approvals, including the acceptance and approval of the TSXV.

About West High Yield

West High Yield is a publicly traded junior mining exploration and development company, established in 2003, and focused on acquiring, exploring, and developing mineral resource properties in Canada. Its primary objective is to develop its Record Ridge critical mineral (magnesium, silica, nickel, and iron) deposit using green processing techniques to minimize waste and CO2 emissions.

The Company's Record Ridge critical mineral deposit located 10 kilometers southwest of Rossland, British Columbia has approximately 10.6 million tonnes of contained magnesium based on an independently produced National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101") Preliminary Economic Assessment technical report (titled "Revised NI 43-101 Technical Report Preliminary Economic Assessment Record Ridge Project, British Columbia, Canada") prepared by SRK Consulting (Canada) Inc. on April 18, 2013 in accordance with NI 43-101 and which can be found on the Company's profile at https://www.sedarplus.ca.

Qualified Person

Rick Walker, B.Sc., M.Sc., P.Geo., the Company Geologist is a Qualified Person as defined in NI 43-101 and has reviewed and approved the technical information in this press release.

Contact Information:

WEST HIGH YIELD (W.H.Y.) RESOURCES LTD.

Frank Marasco Jr., President and Chief Executive Officer
Telephone: (403) 660-3488
Email: frank@whyresources.com

Barry Baim, Corporate Secretary
Telephone: (403) 829-2246
Email: barry@whyresources.com

Cautionary Note Regarding Forward-Looking Information

This press release contains forward-looking statements and forward-looking information within the meaning of Canadian securities legislation. The forward-looking statements and information are based on certain key expectations and assumptions made by the Company. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that they will prove to be correct.

Forward-looking information is based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking information. Some of the risks and other factors that could cause the results to differ materially from those expressed in the forward-looking information include, but are not limited to: general economic conditions in Canada and globally; industry conditions, including governmental regulation; failure to obtain industry partner and other third party consents and approvals, if and when required; the availability of capital on acceptable terms; the need to obtain required approvals from regulatory authorities; and other factors. Readers are cautioned that this list of risk factors should not be construed as exhaustive.

Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date hereof, and to not use such forward-looking information for anything other than its intended purpose. The Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities of the Company will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons except in certain transactions exempt from the registration requirements of the U.S. Securities Act.

NEITHER THE TSXV NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSXV) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/298466

FAQ

What is the size of West High Yield Resources (WHYRF) May 2026 private placement?

West High Yield plans a non-brokered private placement of up to 6,000,000 units for gross proceeds of up to CAD$1.8 million. According to West High Yield, each unit is priced at CAD$0.30 and includes one common share and half a warrant.

What does each unit in the West High Yield (WHYRF) private placement include?

Each unit includes one common share and one-half of a common share purchase warrant. According to West High Yield, each full warrant allows purchase of one additional share at CAD$0.45 for twelve months from issuance, though the warrants will not be listed on the TSXV.

How will West High Yield (WHYRF) use the proceeds from its May 2026 offering?

Proceeds are earmarked for essential operations and general working capital purposes and expenses. According to West High Yield, the private placement aims to strengthen near-term liquidity, supporting ongoing corporate activities rather than any specified acquisition or major capital project.

What are the finder’s fees for the West High Yield (WHYRF) private placement?

West High Yield may pay eligible finders up to 6% cash commission and up to 6% in finder warrants. According to West High Yield, finder warrants have identical terms to investor warrants, aligning compensation with successful capital raising under TSXV policies and securities laws.

Are West High Yield (WHYRF) private placement securities freely tradable immediately?

No, all securities issued in the offering are subject to a statutory hold period. According to West High Yield, the hold period begins at issuance, in line with Canadian securities laws, restricting resale for a set time before shares and warrants can trade freely.

Can West High Yield (WHYRF) private placement units be offered in the United States?

The units, common shares, and warrants will not be registered under the U.S. Securities Act of 1933. According to West High Yield, they cannot be offered or sold in the United States without registration or a valid exemption from U.S. registration requirements.

What approvals are required to close the West High Yield (WHYRF) May 2026 private placement?

Closing is subject to several conditions, including TSX Venture Exchange acceptance and other necessary approvals. According to West High Yield, the offering relies on prospectus exemptions under Canadian law and must satisfy all regulatory requirements before completion.