AR Argonaut Gold Inc

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

TORONTO, Dec. 12, 2023 /CNW/ - Argonaut Gold Inc. (TSX: AR) (the "Company", "Argonaut Gold" or "Argonaut") is pleased to announce it has closed its previously announced public offering (the "Offering") of 223,685,000 common shares of the Company (the "Offered Shares") at a price of C$0.38 per Offered Share for gross proceeds to the Company of C$85,000,300, including the exercise in full of the underwriters' over-allotment option. The Offering was completed on a "bought deal" basis by a syndicate of underwriters co-led by Cormark Securities Inc., BMO Capital Markets and Scotia Capital Inc., and including RBC Dominion Securities Inc., Canaccord Genuity Corp., Desjardins Securities Inc., Paradigm Capital Inc. and Laurentian Bank Securities Inc.

The net proceeds of the Offering will be used to fund developmet and optimization of the Company's Magino and Florida Canyon mines and for general working capital purposes.

The Offered Shares were offered in each of the provinces and territories of Canada, other than Québec, pursuant to a prospectus supplement dated December 6, 2023 (the "Prospectus Supplement") to the Company's base shelf prospectus dated June 2, 2022 (together with the Prospectus Supplement, the "Prospectus"), in the United States on a private placement basis pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and in certain other jurisdictions outside of Canada and the United States as agreed to by the Company. Copies of the Prospectus and documents incorporated by reference therein are available electronically under Argonaut Gold's issuer profile on SEDAR+ at www.sedarplus.ca.

The Offered Shares have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. Persons (as such term is defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable U.S. state securities laws or any exemption from such registration is available. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States or to, or for the account or benefit of, U.S. Persons, nor will there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

GMT Capital Corp. ("GMT"), which is a "control person" of Argonaut, and certain directors and officers of Argonaut (collectively with GMT, the "Participating Insiders") participated in the Offering. As a result of the Offering, GMT will continue to be a control person of Argonaut. The holdings of the Participating Insiders prior to the Offering and subsequent to completion of the Offering are set out below:

Each issuance by the Company of Offered Shares to a Participating Insider under the Offering is considered a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is exempt from the formal valuation and minority shareholder approval requirements under MI 61-101 in reliance on the exemptions set out in sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101 as the fair market value of such transactions, insofar as they involve related parties, is not more than 25% of the Company's market capitalization. The Company was not in a position to file a material change report 21 days prior to closing because the terms of the Offering and insider participation were not yet established by that time, and Argonaut Gold elected to expedite closing of the Offering for sound business reasons.

This news release contains certain "forward-looking statements" and "forward-looking information" under applicable Canadian securities laws concerning the business, operations and financial performance and condition of Argonaut Gold. Forward-looking statements and forward-looking information in this news release include, but are not limited to, statements with respect to the use of proceeds of the Offering, the Company becoming a low-cost, mid-tier gold producer, the Magino Mine becoming Argonaut's largest and lowest cost mine, the re-development and additional growth at the Florida Canyon Mine, and the Company's growth. Except for statements of historical fact relating to Argonaut, certain information contained herein constitutes forward-looking statements. Forward-looking statements are frequently characterized by words such as "plan," "expect," "project," "intend," "believe," "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may", "should" or "will" occur. Forward-looking statements are based on the opinions and estimates of the management of Argonaut at the date the statements are made and are based on a number of assumptions and subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. Many of these assumptions are based on factors and events that are not within the control of Argonaut and there is no assurance they will prove to be correct. Factors that could cause actual results to vary materially from results anticipated by such forward-looking statements include risks of the mining industry, failure of plant, equipment or processes to operate as anticipated, changes in market conditions, variations in ore grade or recovery rates, risks relating to international operations, fluctuating metal prices and currency exchange rates, changes in project parameters, the possibility of project cost overruns or unanticipated costs and expenses and labour disputes. These factors are discussed in greater detail in Argonaut's (i) most recent Annual Information Form, and (ii) most recent Management Discussion and Analysis, which are each filed on Argonaut's SEDAR+ profile and provide additional general assumptions in connection with these statements. Argonaut cautions that the foregoing list of important factors is not exhaustive. Investors and others who base themselves on forward-looking statements should carefully consider the above factors as well as the uncertainties they represent and the risk they entail. Argonaut believes that the expectations reflected in those forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. Although Argonaut has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Argonaut undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking statements.

Argonaut Gold is a Canadian-based gold producer with a portfolio of operations in North America. Focused on becoming a low-cost, mid-tier gold producer, the Company's flagship asset, Magino Mine, is expected to become Argonaut's largest and lowest cost mine. The Company is pursuing potential for re-development and additional growth at the Florida Canyon Mine in Nevada, USA. Together, the Magino and Florida Canyon mines are the Company's cornerstone assets that will drive Argonaut through this pivotal growth stage. The Company also has two additional operating mines in Mexico, the La Colorada Mine in Sonora and the San Agustin Mine in Durango. Argonaut Gold trades on the Toronto Stock Exchange (TSX) under the ticker symbol "AR".

SOURCE Argonaut Gold Inc.