/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO
U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
TSX-V: GBR
VANCOUVER, BC, Jan. 21, 2021 /CNW/ - Great Bear Resources Ltd.
(The "Company" or "Great Bear") (TSX-V: GBR) (OTCQX: GTBAF) is
pleased to announce that, in connection with its previously
announced bought deal financing, the Company and a syndicate of
underwriters led by Cormark Securities Inc. and CIBC Capital
Markets (collectively, the "Underwriters") have agreed to increase
the size of the offering. The Company will now issue 3,225,000
common shares that qualify as "flow-through shares" of the Company
for the purposes of the Income Tax Act (Canada) ("Flow-Through Common Shares") at a
price of $18.60 per Flow-Through
Common Share, and 784,000 common shares of the Company (which, for
greater certainty, shall not qualify as "flow-through shares" for
the purposes of the Income Tax Act (Canada)) ("Common Shares") at a price of
$12.75 per Common Share, on a "bought
deal" private placement basis, for aggregate gross proceeds to the
Company of $69,891,000 (the
"Offering").
The gross proceeds from the sale of the Flow-Through Common
Shares will be used to incur "Canadian exploration expenses"
(within the meaning of the Income Tax Act (Canada)) related to Great Bear's projects in
Ontario. The Company will renounce
these expenses to the purchasers with an effective date of no later
than December 31, 2021. The net
proceeds from the sale of the Common Shares will be used for
working capital and general corporate purposes.
The Offering is scheduled to close on or about February 18, 2021 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary regulatory and other approvals including the approval of
the TSX Venture Exchange.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in
the United States. 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 a U.S. person (as defined in Regulation S
under the U.S. Securities Act) unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption
from such registration is available.
About Great Bear
Great Bear Resources Ltd. is a well-financed gold exploration
company managed by a team with a track record of success in mineral
exploration. Great Bear is focused in the prolific
Red Lake gold district in
northwest Ontario, where the
company controls over 330 km2 of highly prospective
tenure across 5 projects: the flagship Dixie Project (100% owned),
the Pakwash Property (earning a 100% interest), the Dedee Property
(earning a 100% interest), the Sobel Property (earning a 100%
interest), and the Red Lake North Property (earning a 100%
interest) all of which are accessible year-round through existing
roads.
ON BEHALF OF THE BOARD
"Chris
Taylor"
Chris Taylor, President and
CEO
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Cautionary note regarding forward-looking
statements
This news release contains certain "forward looking
statements" and certain "forward-looking information" as defined
under applicable Canadian and U.S. securities laws. Forward-looking
statements and information can generally be identified by the use
of forward-looking terminology such as "may", "will", "should",
"expect", "intend", "estimate", "anticipate", "believe",
"continue", "plans" or similar terminology. The forward-looking
information contained herein is provided for the purpose of
assisting readers in understanding management's current
expectations and plans relating to the future. Readers are
cautioned that such information may not be appropriate for other
purposes.
Forward-looking statements and information include, but are
not limited to, statements in respect of the proposed Offering
including the proposed use of proceeds, the closing date of the
Offering and receipt of regulatory and stock exchange
approvals.
Forward-looking information is subject to known and unknown
risks, uncertainties and other factors that may cause the actual
actions, events or results to be materially different from those
expressed or implied by such forward-looking information, including
but not limited to: the requirement for regulatory approvals;
enhanced uncertainty in global financial markets as a result of the
current COVID-19 pandemic; unquantifiable risks related to
government actions and interventions; stock market volatility;
regulatory restrictions; and other related risks and
uncertainties.
Forward-looking information are based on management of the
parties' reasonable assumptions, estimates, expectations, analyses
and opinions, which are based on such management's experience and
perception of trends, current conditions and expected developments,
and other factors that management believes are relevant and
reasonable in the circumstances, but which may prove to be
incorrect.
Great Bear undertakes no obligation to update forward-looking
information except as required by applicable law. Such
forward-looking information represents management's best judgment
based on information currently available. No forward-looking
statement can be guaranteed and actual future results may vary
materially. Accordingly, readers are advised not to place undue
reliance on forward-looking statements or information.
SOURCE Great Bear Resources Ltd.