All amounts are in Canadian Dollars unless
otherwise noted
Trading Symbol: TSX-V: ARTG
VANCOUVER, BC, May 25, 2021 /CNW/ - Artemis Gold Inc. (TSXV:
ARTG) ("Artemis" or the "Company") is pleased to
announce that it has closed the non-brokered private placement
component of its previously announced equity financing of up to
$171 million, via the issuance of
9,200,000 common shares (the "Common Shares") to insiders
and employees of the Company, at a price of $6.10 per Common Share (the "Offering
Price") for aggregate gross proceeds of $56,120,000 (the "Non-Brokered
Offering").
After the closing of the Non-Brokered Offering, the Company's
cash and cash equivalents balance is approximately $204 million.
The Non-Brokered Offering was conditionally approved by the TSX
Venture Exchange ("TSX-V") on May 19,
2021, but remains subject to final approval by the TSX-V.
The Common Shares issued by the Company in connection with the
Non-Brokered Offering will be subject to a four-month and one day
"hold period" as prescribed by applicable securities laws.
The net proceeds from the Non-Brokered Offering, along with the
net proceeds from the Company's bought-deal offering, which closed
on May 19, 2021, will be used by
Artemis to make its final cash acquisition payment to New Gold Inc.
pursuant to an Asset Purchase Agreement dated June 9, 2020 between Artemis and New Gold Inc.,
to fund permitting and development costs for the Company's
Blackwater Gold Project and for general corporate purposes.
Insiders of the Company purchased an aggregate of
9,002,700 Common Shares pursuant to the Non-Brokered
Offering:
Common Shares
Purchased in the Non-Brokered Offering
|
Common Shares held
on closing of the Non-Brokered Offering
|
% of outstanding
Common Shares held on closing of the Non-Brokered
Offering
|
% of fully diluted
Common Shares on closing of the Non-Brokered
Offering
|
9,002,700
|
53,826,988
|
35%
|
40%
|
The Company has relied on the exemptions from the valuation and
minority shareholder approval requirements of Multilateral
Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions ("MI 61-101") contained in sections
5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider
participation. The Company did not file a material change report 21
days prior to closing of the Non-Brokered Offering as the
participation of insiders of the Company in the Non-Brokered
Offering had not been confirmed at that time.
ARTEMIS GOLD INC.
On behalf of the Board of Directors
"Steven Dean"
Chairman and Chief Executive Officer
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.
Cautionary Note Regarding Forward-Looking Information
This news release contains certain "forward looking
statements" and certain "forward-looking information" as defined
under applicable Canadian and U.S. securities laws (together,
"forward-looking statements"). Forward-looking
statements can generally be identified by the use of
forward-looking terminology such as "may", "will", "expect",
"intend", "estimate", "anticipate", "believe", "continue", "plans",
"potential" or similar terminology. Forward-looking statements in
this news release include, but are not limited to, statements and
information related to final approval of the Non-Brokered Offering
by the TSX-V; the hold period applying to the Common Shares issued
under the Non-Brokered Offering; the use of proceeds from the
Non-Brokered Offering and the Company's bought deal offering; and
other statements regarding future plans, expectations, guidance,
projections, objectives, estimates and forecasts, as well as
statements as to management's expectations with respect to such
matters.
Forward-looking statements and information are not historical
facts and are made as of the date of this news release. These
forward-looking statements involve numerous risks and uncertainties
and actual results may vary. The material risk factors that may
cause actual results to vary materially from those expressed in the
forward-looking statements include without limitation, risks
related to the Company's use of proceeds from the Offering; that
the amount of proceeds received from the Non-Brokered Offering
could be less than currently expected; the ability of the Company
to accomplish its plans and objectives with respect to the
Blackwater Gold Project within the expected timing or at all; the
timing and receipt of certain approvals, changes in commodity and
power prices, changes in interest and currency exchange rates,
risks inherent in exploration estimates and results, timing and
success, inaccurate geological and metallurgical assumptions
(including with respect to the size, grade and recoverability of
mineral reserves and resources), changes in development or mining
plans due to changes in logistical, technical or other factors,
unanticipated operational difficulties (including failure of plant,
equipment or processes to operate in accordance with
specifications, cost escalation, unavailability of materials,
equipment and third party contractors, delays in the receipt of
government approvals, industrial disturbances or other job action,
and unanticipated events related to health, safety and
environmental matters), political risk, social unrest, and changes
in general economic conditions or conditions in the financial
markets. In making the forward-looking statements in this news
release, the Company has applied several material assumptions,
including without limitation, the assumptions that: (1) the Company
will be able to obtain all necessary approvals required in
connection with the Non-Brokered Offering; (2) the Company will use
the proceeds from the Offering as set out in this news release (3)
market fundamentals will result in sustained mineral demand and
prices; (4) the receipt of any necessary approvals and consents in
connection with the development of any properties; (5) the
availability of financing on suitable terms for the development,
construction and continued operation of any mineral properties; and
(6) sustained commodity prices such that any properties put into
operation remain economically viable. The actual results or
performance by the Company could differ materially from those
expressed in, or implied by, any forward-looking statements
relating to those matters. Accordingly, no assurances can be given
that any of the events anticipated by the forward-looking
statements will transpire or occur, or if any of them do so, what
impact they will have on the results of operations or financial
condition of the Company. Except as required by law, the Company is
under no obligation, and expressly disclaims any obligation, to
update, alter or otherwise revise any forward-looking statement,
whether written or oral, that may be made from time to time,
whether as a result of new information, future events or otherwise,
except as may be required under applicable securities laws.
SOURCE Artemis Gold Inc.