Pure Gold Mining (PGM-V) Cdn$17.4M Financing, Including C$10 Million Bought Deal Private Placement and Concurrent C$7.4 Million Non-Brokered PP
Apr 27, '18 - NR
Pure Gold Mining is pleased to announce that it has entered into an agreement with Sprott Capital Partners to act as lead underwriter (the “Lead Underwriter”), on its own behalf and, if applicable, on behalf of a syndicate of underwriters (collectively with the Lead Underwriter, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase for their own account or arrange for substituted purchasers to purchase on a bought-deal private placement basis 11,290,000 units of the Company (the “Units”), at a price of C$0.62 per Unit, for gross proceeds of C$6,999,800, and 4,000,000 common shares of the Company issued on a flow-through basis (the “FT Shares”), at a price of C$0.75 per FT Share, for gross proceeds of C$3,000,000, for aggregate gross proceeds to Pure Gold of C$9,999,800 (together, the “Offering”).
Each Unit will consist of one common share of the Company (a “Unit Share”) and one-half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant will be transferrable and entitle the holder to acquire one common share of the Company for two years from the closing of the Offering at a price of C$0.85.
Concurrent with the above Offering, Anglogold Ashanti Limited has agreed to purchase a further 11,964,168 Units of the Company at C$0.62 per Unit for gross proceeds of C$7.4 million, on a non-brokered private placement basis, increasing its ownership percentage in the Company to 14.9% of the common shares issued and outstanding on a non-diluted basis (the “Anglogold Private Placement” and, together with the Offering, the “Transactions”).
The gross proceeds raised from the sale of the FT Shares will be used by the Company for exploration financing that will qualify as “Canadian Exploration Expenses”, as that term is defined in the Income Tax Act (Canada) only. The net proceeds raised from the sale of the Units will be used by the Company for exploration and development of the Company's Madsen gold project, as well as for general working capital purposes.
It is expected that the closing of the Offering will occur on or about May 24, 2018. The Transactions are subject to the satisfaction of certain conditions, including receipt of all applicable regulatory approvals including the approval of the TSX Venture Exchange, and the non-brokered private placement is subject to SARB approval. The securities to be issued under the Transactions will have a hold period of four months and one day from the applicable closing date in accordance with applicable securities laws.
In consideration for their services, the Underwriters will receive a cash commission equal to 6.0% of the gross proceeds of the Offering.
Anglogold is considered a “related party” of Pure Gold as it currently owns approximately 11.4% of the issued and outstanding common shares of Pure Gold on a non-diluted basis and, accordingly, the Anglogold Private Placement constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 (“MI 61-101”). The Anglogold Private Placement is exempt from the minority approval requirement of Section 5.6 and the formal valuation requirement of Section 5.4 of MI 61-101 as neither the fair market value of the Anglogold Private Placement, nor the fair market value of the consideration for the Anglogold Private Placement, exceeds 25% of Pure Gold’s market capitalization.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
ABOUT PURE GOLD
Our mandate is pure and simple. To dream big. To colour outside the lines. To use smart science and creativity to unlock the next major discovery at the Madsen Gold Project in Red Lake, Ontario. And become Canada's next iconic gold company.
Additional information about the Company and its activities may be found on the Company's website at www.puregoldmining.ca and under the Company's profile at www.sedar.com.
ON BEHALF OF THE BOARD
"Darin Labrenz"
Darin Labrenz, President & CEO
Investor inquiries:
Tel: 604-646-8000
info@puregoldmining.ca |
