Galane Gold Ltd. (“Galane Gold” or the “Company”) (TSX-V: GG;
OTCQB: GGGOF) is pleased to announce the closing of its previously
announced transaction whereby Galane Gold, through a wholly-owned
subsidiary, will acquire (the “Acquisition”) the Summit Mine and
the infrastructure constituting the Banner Mill in New Mexico
(collectively, the “Assets”) from Pyramid Peak Mining, LLC (the
“Seller”), a wholly-owned subsidiary of Waterton Precious Metals
Fund II Cayman, LP.
Nick Brodie, CEO of Galane Gold, commented, “The
management team is excited to now have an additional opportunity to
increase Galane’s production, lower its operating costs and
diversify its country risk.
Following closing of the Acquisition, Galane’s
plan is to first update the 2014 Technical Report (as defined
below) which showed an average production of 1 million ounces of
silver and 16,000 ounces of gold per annum over the life of mine,
an all-in sustaining cost of US$578 per gold equivalent ounce, and
a start-up capital cost of US$4.2 million. From there it will then
be to target production as quickly as possible.”(1)(2)
In addition, in connection with the closing of
the Acquisition, the net proceeds of the private placement of
subscription receipts of the Company (“Subscription Receipts”)
completed on April 8, 2021 (the “Offering”) have been released from
escrow and delivered to Galane Gold, in order to fund the initial
cash consideration of US$6 million payable at the closing of the
Acquisition. In connection with the Offering, the Company issued
44,028,700 Subscription Receipts at a price of C$0.22 per
Subscription Receipt (the “Issue Price”) for aggregate proceeds of
C$9,686,314, including a lead order from Palisades Goldcorp Ltd.
(“Palisades”).
Each Subscription Receipt has converted into one
common share of the Company (a “Common Share”) and one Common Share
purchase warrant of the Company (a “SR Warrant”). Each SR Warrant
will entitle the holder thereof to purchase one Common Share at a
price of C$0.30, for a period of three years following the closing
of the Acquisition.
Canaccord Genuity Corp. acted as lead agent in
connection with the Offering, on behalf of a syndicate of agents,
including Research Capital Corporation.
For further details on the Acquisition, the
Assets, and the Offering, please see the Company’s press releases
dated March 16, 2021 and April 8, 2021.
Not for distribution to U.S. newswire
services or for dissemination in the United
States.
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. 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 U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption
from such registration is available.
About Galane Gold
Galane Gold is an un-hedged gold producer and
explorer with mining operations and exploration tenements in
Botswana, South Africa, and New Mexico. Galane Gold is a public
company and its shares are quoted on the TSX-V under the symbol
“GG” and the OTCQB under the symbol “GGGOF”. Galane Gold’s
management team is comprised of senior mining professionals with
extensive experience in managing mining and processing operations
and large-scale exploration programmes. Galane Gold is committed to
operating at world-class standards and is focused on the safety of
its employees, respecting the environment, and contributing to the
communities in which it operates.
About Palisades Goldcorp
Ltd.
Palisades Goldcorp is Canada’s resource focused
merchant bank. Palisades’ management team has a demonstrated track
record of making money and is backed by many of the industry’s most
notable financiers. With junior resource equities valued at
generational lows, management believes the sector is on the cusp of
a major bull market move. Palisades is positioning itself with
significant stakes in undervalued companies and assets with the
goal of generating superior returns.
Notes:
(1) This information is based on available
public sources and in a report provided by the Seller to the
Company with an effective date of September 17, 2014, entitled
“Technical Report, Preliminary Economic Assessment, Summit
Gold-Silver Project, Grant and Hidalgo Counties, New Mexico”,
prepared by Douglas F. Irving, P.E., Susan C. Bird, P.Eng., and
Tracey D. Meintjes, P. Eng. of Chapman, Wood and Griswold, Inc. in
Albuquerque, New Mexico (the “2014 Technical Report”). This
information has not been independently verified by the Company, and
should not be relied upon as a predictor of future results.
(2) This is forward-looking information and is
based on a number of assumptions. See “Cautionary Notes”.
Cautionary Notes
Certain statements contained in this press
release constitute “forward-looking statements”. All statements
other than statements of historical fact contained in this press
release, including, without limitation, those statements regarding
the Company’s ability to commence and increase production, lower
costs, and diversity risk, plans to update the 2014 Technical
Report, technical, financial and business prospects of the Company,
future financial position and results of operations, strategy,
proposed acquisitions, plans, objectives, goals and targets, and
any statements preceded by, followed by or that include the words
“believe”, “expect”, “aim”, “intend”, “plan”, “continue”, “will”,
“may”, “would”, “anticipate”, “estimate”, “forecast”, “predict”,
“project”, “seek”, “should” or similar expressions or the negative
thereof, are forward-looking statements. These statements are not
historical facts but instead represent only the Company’s
expectations, estimates and projections regarding future events.
These statements are not guarantees of future performance and
involve assumptions, risks and uncertainties that are difficult to
predict. Therefore, actual results may differ materially from what
is expressed, implied or forecasted in such forward-looking
statements.
Additional factors that could cause actual
results, performance or achievements to differ materially include,
but are not limited to: the Company’s dependence on three mineral
projects; gold price volatility; risks associated with the conduct
of the Company’s mining activities in Botswana, South Africa and
New Mexico; regulatory, consent or permitting delays; risks
relating to the Company’s exploration, development and mining
activities being situated in Botswana, South Africa and New Mexico;
risks relating to reliance on the Company’s management team and
outside contractors; risks regarding mineral resources and
reserves; the Company’s inability to obtain insurance to cover all
risks, on a commercially reasonable basis or at all; currency
fluctuations; risks regarding the failure to generate sufficient
cash flow from operations; risks relating to project financing and
equity issuances; risks arising from the Company’s fair value
estimates with respect to the carrying amount of mineral interests;
mining tax regimes; risks arising from holding derivative
instruments; the Company’s need to replace reserves depleted by
production; risks and unknowns inherent in all mining projects,
including the inaccuracy of reserves and resources, metallurgical
recoveries and capital and operating costs of such projects;
contests over title to properties, particularly title to
undeveloped properties; laws and regulations governing the
environment, health and safety; the ability of the communities in
which the Company operates to manage and cope with the implications
of COVID-19; the economic and financial implications of COVID-19 to
the Company; operating or technical difficulties in connection with
mining or development activities; lack of infrastructure; employee
relations, labour unrest or unavailability; health risks in Africa;
the Company’s interactions with surrounding communities and
artisanal miners; the Company’s ability to successfully integrate
acquired assets; risks related to restarting production; the
speculative nature of exploration and development, including the
risks of diminishing quantities or grades of reserves; development
of the Company’s exploration properties into commercially viable
mines; stock market volatility; conflicts of interest among certain
directors and officers; lack of liquidity for shareholders of the
Company; risks related to the market perception of junior gold
companies; and litigation risk. Management provides forward-looking
statements because it believes they provide useful information to
investors when considering their investment objectives and cautions
investors not to place undue reliance on forward-looking
information. Consequently, all of the forward-looking statements
made in this press release are qualified by these cautionary
statements and other cautionary statements or factors contained
herein, and there can be no assurance that the actual results or
developments will be realized or, even if substantially realized,
that they will have the expected consequences to, or effects on,
the Company. These forward-looking statements are made as of the
date of this press release and the Company assumes no obligation to
update or revise them to reflect subsequent information, events or
circumstances or otherwise, except as required by law.
Neither the TSX-V nor its regulation services
provider (as that term is defined in the policies of the TSX-V)
accepts responsibility for the adequacy or accuracy of this
release.
The information in this news release under the
section titled “About Palisades Goldcorp Ltd.” was provided by
management of Palisades Goldcorp Ltd.
For further information please
contact:Nick BrodieCEO, Galane Gold Ltd.+ 44 7905
089878Nick.Brodie@GalaneGold.comwww.GalaneGold.com
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