GFG
Resources Inc. (TSX-V: GFG) (OTCQB:
GFGSF) (“GFG” or the “Company”) announces that it has
closed the oversubscribed, non-brokered private placement financing
(the “
Offering”) (see news releases dated April
21, 2020 and April 29, 2020) for gross proceeds of C$5,905,624. As
previously disclosed, Alamos Gold Inc. (TSX: AGI; NYSE: AGI)
(
“Alamos”) has purchased securities under the
Offering to obtain a 9.9% interest in the Company.
Pursuant to the Offering, the Company issued (i)
15,818,420 common shares of the Company that will qualify as
“flow-through shares” (“FT Shares”) for the
purposes of the Income Tax Act (Canada) at a price of C$0.2907 per
share for gross proceeds of C$4,598,415 and (ii) 6,880,045
non-flow-through common shares (“NFT Shares”) of
the Company at a price of C$0.19 per share for gross proceeds of
C$1,307,209.
“The Company is pleased to close the
oversubscribed financing and welcomes Alamos as a strategic
investor,” stated Brian Skanderbeg, President and CEO of GFG. “With
a strong treasury and multiple highly prospective targets, we are
excited to resume our 2020 exploration programs to demonstrate the
potential for the Pen Gold Project to host multiple gold deposits
next to the world-class Timmins gold camp.”
John A. McCluskey, President and CEO of Alamos
Gold Inc. commented, “We are excited to be a strategic investor in
GFG as they explore for new gold deposits in one of Canada’s
richest and most prospective gold trends. GFG has strong geological
capability and has assembled a large and impressive land package.
We believe they have the right approach to exploration and we wish
them well as the 2020 field season gets underway.”
Corporate UpdateThe Company
expects to receive the final assay results from the remaining six
drill holes from the 2020 Phase 1 drill program in the coming
weeks. Following the receipt and release of the assay results, the
Company will provide a detailed and expanded 2020 exploration plan
for the Pen and Dore gold projects.
In connection with the Offering, Alamos has been
granted certain participation rights to maintain its pro rata
ownership interest in the Company.
The gross proceeds raised from the sale of the
FT Shares will be used for exploration activities in Ontario that
will qualify as “Canadian Exploration Expenses” (within the meaning
of the Income Tax Act (Canada)). The net proceeds raised from the
sale of NFT Shares will be used for general working capital
purposes.
The FT Shares and NFT Shares are subject to a
hold period and may not be traded until September 7, 2020
except as permitted by applicable securities legislation and the
rules and policies of the TSX Venture Exchange.
The Offering is subject to certain conditions,
including, but not limited to, the receipt of all necessary
approvals, including the final approval of the TSX Venture
Exchange. All securities issued will be subject to a hold period
expiring four months and one day from their issuance.
This news release does not constitute an
offer to sell or the solicitation of an offer to buy, nor shall
there be any sale of these securities, in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of such
jurisdiction. 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, or
for the account or benefit of, U.S. Persons (as defined in
Regulation S under the U.S. Securities Act) unless an exemption
from such registration is available.
About GFG Resources Inc.
GFG Resources is a North American precious
metals exploration company focused on district scale gold projects
in tier one mining jurisdictions, Ontario and Wyoming. In Ontario,
the Company owns 100% of the Pen and Dore gold projects, two large
and highly prospective gold properties west of the prolific gold
district of Timmins, Ontario, Canada. The Pen and the Dore gold
projects have similar geological settings that host most of the
gold deposits found in the Timmins Gold Camp which have produced
over 70 million ounces of gold. The Company also owns 100% of the
Rattlesnake Hills Gold Project, a district scale gold exploration
project located approximately 100 kilometres southwest of Casper,
Wyoming, U.S. The geologic setting, alteration and
mineralization seen in the Rattlesnake Hills are similar to other
gold deposits of the Rocky Mountain alkaline province which,
collectively, have produced over 50 million ounces of gold.
Neither 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.
For further information, please
contact:
Brian Skanderbeg, President & CEOPhone:
(306) 931-0930 or Marc Lepage, Vice President, Business Development
Phone: (306) 931-0930 Email: info@gfgresources.comWebsite:
www.gfgresources.com
Stay Connected with UsTwitter:
@GFGResourcesLinkedIn:
https://www.linkedin.com/company/gfgresources/ Facebook:
https://www.facebook.com/GFGResourcesInc/
CAUTION REGARDING FORWARD-LOOKING
INFORMATIONAll statements, other than statements of
historical fact, contained in this news release constitute
“forward-looking information” within the meaning of applicable
Canadian securities laws and “forward-looking statements” within
the meaning of the United States Private Securities Litigation
Reform Act of 1995 (referred to herein as “forward-looking
statements”). Forward-looking statements include, but are not
limited to, the intended use of proceeds from the Offering, the
expected timing for receipt of final assay results and the
Company's plans to provide a detailed and expanded 2010 exploration
plan, future price of gold, success of exploration activities and
metallurgical test work, permitting time lines, currency exchange
rate fluctuations, requirements for additional capital, government
regulation of exploration work, environmental risks, unanticipated
reclamation expenses, title disputes or claims and limitations on
insurance coverage. Generally, these forward-looking
statements can be identified by the use of forward-looking
terminology such as “plans”, “expects” or “does not expect”, “is
expected”, “budget”, “scheduled”, “estimates”, “forecasts”,
“intends”, “anticipates” or “does not anticipate” or “believes”, or
the negative connotation thereof or variations of such words and
phrases or state that certain actions, events or results, “may”,
“could”, “would”, “will”, “might” or “will be taken”, “occur” or
“be achieved” or the negative connotation thereof.
All forward-looking statements are based on
various assumptions, including, without limitation, the
expectations and beliefs of management, the assumption that general
economic and business conditions will not change in a materially
adverse manner, that the Company will receive final assay results
will be received within the anticipated timeframe and that such
results will be within management's expectations, that the work to
complete a detailed and expanded 2020 exploration plan for the Pen
and Dore gold projects will proceed as planned, that the Company
will be able to raise additional funds on reasonable terms, the
assumed long-term price of gold, that the Company will receive
required permits and access to surface rights, that the Company can
access financing, appropriate equipment and sufficient labour, and
that the political environment within Canada and the United States
will continue to support the development of mining projects in
Canada and the United States. In addition, the similarity or
proximity of other gold deposits to the Rattlesnake Hill Gold
Project, the Pen Gold Project and the Dore Gold Project is not
necessary indicative of the geological setting, alteration and
mineralization of the Rattlesnake Hills Gold Project, the Pen Gold
Project and the Dore Gold Project.
Forward-looking statements are subject to known
and unknown risks, uncertainties and other factors that may cause
the actual results, level of activity, performance or achievements
of GFG to be materially different from those expressed or implied
by such forward-looking statements, including but not limited
to: actual results of current exploration activities,
including the final assay results from the remaining six drill
holes from the 2020 Phase 1 drill program; environmental risks;
future prices of gold; operating risks; accidents, labour issues
and other risks of the mining industry; delays in obtaining
government approvals or financing; and other risks and
uncertainties. These risks and uncertainties are not, and
should not be construed as being, exhaustive.
Although GFG has attempted to identify important
factors that could cause actual results to differ materially from
those contained in forward-looking statements, there may be other
factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove
to be accurate, as actual results and future events could differ
materially from those anticipated in such statements. In addition,
forward-looking statements are provided solely for the purpose of
providing information about management’s current expectations and
plans and allowing investors and others to get a better
understanding of our operating environment. Accordingly, readers
should not place undue reliance on forward-looking statements.
Forward-looking statements in this news release
are made as of the date hereof and GFG assumes no obligation to
update any forward-looking statements, except as required by
applicable laws.
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