Golden Sky Minerals Corp.
(AUEN.V) OTC
(LCKYF) (the “Company” or “Golden Sky”)
is pleased to announce that, subject to regulatory approval, it has
closed their private placement financing (the “Financing”)
consisting of Non Flow Units and Flow-Through Units, for total
gross proceeds of $3,343,148.88
“We are very proud to close this over-subscribed
financing and we are grateful for the support of both new and
existing strategic investors, including two institutional funds
Crescat Capital LLC and the Cordillera Minerals 2021 Flow-Through
Limited Partnership,” stated John Newell President “These funds
will enable us to accelerate our exploration plans at both our
Hotspot property in the Yukon Territories and the newly acquired
Rayfield Project in south central British Columbia. We expect that
2021 will be a breakout year for Golden Sky Minerals, supported by
this financing, allowing the company to deliver on our plans well
into 2022."
The Company has closed on 4,291,308
non-flow-through Units for gross proceeds of $1,802,349.36 (the
“NFT Units”), each $0.42 NFT Unit consisting of 1 common share of
the Company and 1 common share purchase warrant (the “Unit
Warrants”), with each Unit Warrant being exercisable for an
additional common share of the Company at $0.60 for 24 months from
date of issuance, subject to the right of the Company to accelerate
the exercise period should, after the expiration of the 4 month
hold, shares of the Company trade close at or above $1.50 for 10
consecutive trading days.
The Company has also closed on 2,963,076
flow-through units for gross proceeds of $1,540,799.52 (the “FT
Units”), each $0.52 FT Unit consisting of 1 flow-through share and
1 common share purchase warrant (the “FT Unit Warrants”), with each
full FT Unit Warrant being exercisable at $0.80 for a common share
of the Company for 12 months from date of issuance, subject to the
right of the Company to accelerate the exercise period should,
after the expiration of the 4 month hold, shares of the Company
trade close at or above $1.50 for 10 consecutive trading days. The
flow-through shares will entitle the holder to receive tax benefits
applicable to flow-through shares in accordance with the provisions
of the Income Tax Act (Canada).
On receipt of regulatory approval and in
accordance with the policies of the TSX Venture Exchange, cash
finders’ fees totaling $107,578.14 will be paid.
The Financing was affected with two (2) insiders
of the Company subscribing for 62,000 - non-flow-through and
100,000 flow-through Units for aggregate subscription proceeds of
$78,040, that portions of the Financing a “related party
transaction” within the meaning of TSX Venture Exchange Policy 5.9
of the and Multilateral Instrument 61-101 – Protection of Minority
Security Holders in Special Transactions (“MI-61-101”). In
connection with the participation of the insiders, the Company
intends to rely upon the exemptions from the formal valuation and
minority shareholder approval requirements of MI 61-101 set forth
in sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that the
fair market value (as determined under MI 61-101) of the
participation does not exceed twenty-five percent (25%) of the
market capitalization of the Company (as determined under MI
61-101).
All securities issued pursuant to the Financing
are subject to a 4-month hold period.
About Crescat Capital LLC:
Crescat is a global macro asset management firm
headquartered in Denver, Colorado. Crescat's mission is to grow and
protect wealth over the long term by deploying tactical investment
themes based on proprietary value-driven equity and macro models.
Crescat's goal is industry leading absolute and risk-adjusted
returns over complete business cycles with low correlation to
common benchmarks. Crescat's investment process involves a mix of
asset classes and strategies to assist with each client's unique
needs and objectives and includes Global Macro, Long/Short, Large
Cap and Precious Metals funds.
Crescat is advised by its technical consultant
Dr. Quinton Hennigh on gold and silver resource companies. Dr.
Hennigh became an economic geologist after obtaining his PhD in
Geology/Geochemistry from the Colorado School of Mines. He has more
than 30 years of exploration experience with major gold mining
firms that include Homestake Mining, Newcrest Mining and Newmont
Mining. Recently, Dr. Hennigh founded Novo Resources Corp (TSXV:
NVO) and currently serves as Chairman. Among his notable project
involvements are First Mining Gold's Springpole gold deposit in
Ontario, Kirkland Lake Gold's acquisition of the Fosterville gold
mine in Australia, the Rattlesnake Hills gold deposit in Wyoming,
and Lion One's Tuvatu gold project in Fiji, among many others.
Dr. Quinton Hennigh states:
“Golden Sky has two projects that caught our
attention, Hotspot and Rayfield. Hotspot, Yukon, is a newly
discovered epithermal gold system hosted by Eocene volcanic
rocks. Last season, Golden Sky drilled a 100 gram-meter hole
making this an incipient discovery in our view, one in need of
immediate follow up. The newly acquired Rayfield project, BC,
encompasses an intrusive center displaying multiple prospective
alkaline porphyry targets. Historic drilling has encountered
narrow intervals of high grades of Cu and Au. We are
keen to see the proceeds from this financing used to hit both
projects hard this year”.
About Cordillera Minerals Group
Ltd.:
The Cordillera Minerals Group Ltd. creates tax
advantaged flow-through limited partnerships and invests in
Canadian junior mineral issuers who have an experienced and strong
management team, and prolific assets and exploration drill targets
that offer their investors upside potential and capital
appreciation on their
investment. www.cordilleramineralsgroup.com
Mr. Bruce Fair, President and CEO, Cordillera
Minerals Group Ltd., added, “Our Partnerships goal is to look for
companies with projects in British Columbia but who also have
geographical diversification and assets in other provinces or
territories. We anticipate a flow-through investment in a company
like Golden Sky Minerals with 100 percent owned Yukon and British
Columbia assets, along with a growth-focused management team makes
Golden Sky Minerals an attractive company for our Flow-Through
Limited Partnership at a very modest current valuation.
The company is currently drilling 100% owned
Bulls Eye Property with no underlying royalty, which is adjacent to
K2 Gold Wels property in the Yukon, with plans to move to the 100%
owned Hotspot Property with no underlying royalty, which is also in
the Yukon. In addition, the funds will be used to advance the
Rayfield Copper Gold property in south central British Columbia,
and general working capital purposes.
About Golden Sky
Minerals Corp.:
Golden Sky Minerals Corp. is a well-funded
junior grassroots explorer focused on the discovery of new precious
metal and copper projects through systematic exploration in metal
endowed terranes, located in tier one mining jurisdictions. Golden
Sky's focus is developing their portfolio of projects to resource
stage. The drill ready projects include Hotspot, Bullseye, and
Luckystrike, all in the Yukon. In addition, the recent property
purchase of the Rayfield Copper Gold Project in southern British
Columbia adds to the company's building a substantial early-stage
project pipeline in Canada.
ON BEHALF OF
THE BOARD
John Newell, President and Chief Executive
Officer
For new information from the Company's programs,
please visit Golden Sky's website at www.GoldenSkyMinerals.com or
contact John Newell by telephone (604) 568-8807 or by email at
info@goldenskyminerals.com or
john.newell@goldenskyminerals.com.
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.
Forward-Looking Statements
Statements contained in this news release that
are not historical facts are “forward-looking information” or
“forward-looking statements” (collectively, “Forward-Looking
Information”) within the meaning of applicable Canadian securities
legislation. In certain cases, Forward-Looking Information can be
identified by the use of words and phrases such as “anticipates”,
“expects”, “understanding”, “has agreed to” or variations of such
words and phrases or statements that certain actions, events or
results “would”, “occur” or “be achieved”. Although Golden Sky has
attempted to identify important factors and risks that could affect
Golden Sky and may cause actual actions, events or results to
differ materially from those described in Forward-Looking
Information, there may be other factors and risks that cause
actions, events or results not to be as anticipated, estimated or
intended, including, without limitation: inherent risks involved in
the exploration and development of mineral properties; the
uncertainties involved in interpreting drill results and other
exploration data; the potential for delays in exploration or
development activities; the geology, grade and continuity of
mineral deposits; the possibility that future exploration,
development or mining results will not be consistent with Golden
Sky’s expectations; accidents, equipment breakdowns, title and
permitting matters; labour disputes or other unanticipated
difficulties with or interruptions in operations; fluctuating metal
prices; unanticipated costs and expenses; uncertainties relating to
the availability and costs of financing needed in the future,
including to fund any exploration programs on its projects; that
Golden Sky may not be able to confirm historical exploration
results and other risks set forth in Golden Sky's public filings at
www.sedar.com. In making the forward-looking statements in this
news release, Golden Sky has applied several material assumptions,
including the assumption that general business and economic
conditions will not change in a materially adverse manner. There
can be no assurance that Forward-Looking Information will prove to
be accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on Forward-Looking
Information. Except as required by law, Golden Sky does not assume
any obligation to release publicly any revisions to Forward-Looking
Information contained in this news release to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
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