To: Goose94 who wrote (73530 ) 1/7/2020 8:24:27 AM From: Goose94 Read Replies (2) | Respond to of 202442 Talisker Resources (TSK-Cse) Announces $10 Million Bought Deal PP Jan 7, '20 - NR Talisker Resources is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by PI Financial Corp, pursuant to which the underwriters have agreed to purchase 6,060,600 common shares (the “Shares ”) and 16,161,600 charity flow-through shares (the “Charity FT Shares ”), which the Charity FT Shares will qualify as “flow-through shares” within the meaning of the Income Tax Act (Canada), on a bought deal private placement basis (the “Offering ”). The Shares will be sold at a price of $0.33 per Share (the “Offering Price ”) and the Charity FT Shares will be sold at a price of $0.495 per Charity FT Share (the “Charity FT Offering Price ”), for aggregate gross proceeds of $10.0 million. The Company has also granted the underwriters an option to cover over-allotments (the “Underwriters’ Option ”), which will allow the underwriters to offer up to an additional 15% of the Offering, on the same terms as the Shares and Charity FT Shares. The Underwriters’ Option may be exercised in whole or in part at any time prior to the closing date of the Offering. The gross proceeds from the sale of Charity FT Shares will be used by the Company to incur eligible "Canadian exploration expenses" that will qualify as "flow-through mining expenditures" as such terms are defined in the Income Tax Act (Canada) (the "Qualifying Expenditures ") related to the Company's projects in Canada. All Qualifying Expenditures will be renounced in favour of the subscribers of the Charity FT Shares effective December 31, 2020. The net proceeds from the sale of the Shares will be used by the Company for working capital and general corporate purposes. The Offering is expected to close on or about February 4, 2020, or such other date as agreed between the Company and the underwriters, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the CSE. The Company has agreed to pay a cash commission of 5.0% of the gross proceeds of the Offering and will issue to the Underwriters compensation warrants (the “Compensation Warrants ”) equal to 2.0% of the number of Shares and Charity FT Shares offered, other than in respect of a maximum of C$0.5 million in aggregate proceeds of Shares and Charity FT Shares issued to certain purchasers under a president’s list, in which case the cash fee in respect shall be equal to 4.0% of the aggregate proceeds of Shares and Charity FT Shares issued to purchasers on the president’s list and the Compensation Warrants will be equal to 1.0% of the number of Shares and Charity FT Shares offered. The Compensation Warrants will be exercisable into common shares of the Company at a price per Compensation Warrant equal to the Offering Price for a period of 24 months from the closing of the Offering. This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act ”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. About Talisker Resources Ltd. Talisker Resources Ltd. is a junior resource company involved in the exploration of gold projects in British Columbia, Canada. Talisker's projects include the Bralorne Gold Complex, an advanced stage project with significant exploration potential from a historical high grade gold producing mine as well as its Spences Bridge Project where the Company holds ~85% of the emerging Spences Bridge Gold Belt and several other early stage Greenfields projects. With its properties comprising 271,132 hectares over 286 claims, three leases and 154 crown grant claims, Talisker is the dominant exploration player in the south central British Columbia. The Company is well funded to advance its aggressive systematic exploration program at its projects. For further information please contact Terry Harbort, Chief Executive Officer of Talisker, at terry.harbort@taliskerresources.com . Related Links https://taliskerresources.com/