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OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION
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VANCOUVER, May 9, 2018 /CNW/ - Pacton Gold Inc. (TSXV:
PAC, OTC: PACXF) (the "Company" or "Pacton")
is pleased to announce that it has closed its previously announced
brokered private placement for gross proceeds of $5,550,500 (the "Offering"). Sprott
Capital Partners acted as lead agent, on behalf of a syndicate of
agents including Red Cloud Klondike Strike Inc. (collectively, the
"Agents").
Under the Offering, the Company issued 24,132,609 units at
$0.23 per unit, each unit consisting
of one common share of the Company (a "Common Share") and
one transferable common share purchase warrant (a "Warrant")
(collectively, a "Unit"). Each Warrant will entitle the
holder to acquire one Common Share for a period of three years from
the date of issue at a price of $0.35.
In connection with the Offering, the Agents received a cash fee
in an amount equal to 6.0% of the aggregate gross proceeds of the
Offering and common share purchase warrants (the "Broker
Warrants") entitling the Agents to subscribe for that number of
common shares equal to 6.0% of the aggregate number of Units placed
in the Offering. Subject to regulatory approval, each Broker
Warrant will be exercisable to acquire one Common share at a price
equal to $0.35 for a period of three
years after the closing date.
The net proceeds from the Offering will be used for exploration
work to be conducted on the Company's properties in Canada and Australia and for general working
capital. All of the securities sold pursuant to the Offering
will be subject to a four month hold period which will expire four
months and one day from the date of issue in accordance with
applicable securities laws. The Offering is subject to final
acceptance of the TSX Venture Exchange.
Early Warning Dislcosure of Eric
Sprott: Eric Sprott,
through his holding company, 2176423 Ontario Ltd., acquired
8,695,700 Units under the Offering for total consideration of
approximately $2 million. The
8,695,700 Units, represent approximately 10.1% of the outstanding
Common Shares on a non-diluted basis and 18.4% on a partially
diluted basis assuming the exercise of the Warrants. Prior to this
purchase, Mr. Sprott did not directly or indirectly own any
securities of the Company. The Units were acquired for investment
purposes. Mr. Sprott has a long-term view of the investment and may
acquire additional securities either on the open market or through
private acquisitions or sell the securities either on the open
market or through private dispositions in the future depending on
market conditions, reformulation of plans and/or other relevant
factors. A copy of 2176423 Ontario Ltd.'s early warning report will
appear with the Company's documents on SEDAR at www.sedar.com and
may also be obtained by contacting Mr. Sprott at (416) 362-7172
(200 Bay Street, Suite 2600, Royal Bank Plaza, South Tower,
Toronto, Ontario M5J 2J1).
ON BEHALF OF THE BOARD OF DIRECTORS,
Alec Pismiris
Interim President & CEO
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
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.
This news release includes certain forward-looking statements
concerning the use of proceeds of the Offering, the future
performance of our business, its operations and its financial
performance and condition, as well as management's objectives,
strategies, beliefs and intentions. Forward-looking statements are
frequently identified by such words as "may", "will", "plan",
"expect", "anticipate", "estimate", "intend" and similar words
referring to future events and results. Forward-looking statements
are based on the current opinions and expectations of management.
All forward-looking information is inherently uncertain and subject
to a variety of assumptions, risks and uncertainties, including the
speculative nature of mineral exploration and development,
fluctuating commodity prices, competitive risks and the
availability of financing, as described in more detail in our
recent securities filings available at www.sedar.com. Actual events
or results may differ materially from those projected in the
forward-looking statements and we caution against placing undue
reliance thereon. We assume no obligation to revise or update these
forward-looking statements except as required by applicable
law.
SOURCE Pacton Gold Inc.