/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION
IN CANADA ONLY AND IS NOT INTENDED
FOR DISTRIBUTION TO UNITED STATES
NEWSWIRE SERVICES OR DISSEMINATION IN THE
UNITED STATES./
SX-V: NCAU, OTCQX: NCAUF
VANCOUVER, BC, June 28,
2022 /CNW/ - Newcore Gold Ltd.
("Newcore" or the "Company") (TSX-V: NCAU) (OTCQX:
NCAUF) is pleased to announce it has entered into an agreement with
a syndicate of underwriters (the "Underwriters") led by Stifel GMP
pursuant to which the Underwriters have agreed to purchase, on a
bought deal basis, 16,700,000 common shares of the Company (the
"Common Shares") at a price of $0.30 per Common Share (the "Offering Price") for
aggregate gross proceeds to the Company of $5,010,000 (the "Offering").
The Company intends to use the net proceeds from the Offering to
fund exploration and development expenditures at the Company's
Enchi Gold Project in Ghana as
well as for working capital and general corporate purposes.
The Common Shares will be offered by way of a prospectus
supplement in all provinces and territories of Canada, except Québec pursuant to National
Instrument 44-102 – Shelf Distributions. The Shares will
also be offered and sold in the United
States on a private placement basis pursuant to an exemption
from the registration requirements of the
United States Securities Act of 1933, as amended (the
"U.S. Securities Act") and other jurisdictions outside of
Canada on an exempt basis.
The Offering is scheduled to close on or about July 12, 2022 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary approvals, including the approval of the TSX Venture
Exchange and the securities regulatory authorities.
This press release shall not constitute an offer to sell or
the solicitation of an offer to buy nor shall there be any sale of
the securities in any state in which such offer, solicitation or
sale would be unlawful. The securities being offered have not been,
nor will they be, registered under the U.S. Securities Act and may
not be offered or sold in the United
States absent registration or an applicable exemption from
the registration requirements of the U.S. Securities Act and any
applicable state securities laws.
About Newcore Gold Ltd.
Newcore Gold is advancing its Enchi Gold Project located in
Ghana, Africa's largest gold producer (1).
Newcore Gold offers investors a unique combination of top-tier
leadership, who are aligned with shareholders through their 27%
equity ownership, and prime district scale exploration
opportunities. Enchi's 216 km2 land package covers 40
kilometres of Ghana's prolific
Bibiani Shear Zone, a gold belt which hosts several 5 million-ounce
gold deposits, including Kinross'
Chirano mine 50 kilometers to the north. Newcore's vision is to
build a responsive, creative and powerful gold enterprise that
maximizes returns for shareholders.
|
(1) Source: Production
volumes for 2020 as sourced from the World Gold Council
|
On Behalf of the Board of
Directors of Newcore Gold Ltd.
Luke Alexander
President, CEO & Director
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
Statements
This news release includes statements that contain
"forward-looking information" within the meaning of the applicable
Canadian securities legislation ("forward-looking statements"). All
statements, other than statements of historical fact, are
forward-looking statements and are based on expectations, estimates
and projections as at the date of this news release. Any statement
that involves discussion with respect to predictions, expectations,
beliefs, plans, projections, objectives, assumptions, future events
or performance (often, but not always using phrases such as
"plans", "expects", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates", or "believes"
or variations (including negative variations) of such words and
phrases, or state that certain actions, events or results "may",
"could", "would", "might" or "will" be taken, occur or be achieved)
are not statements of historical fact and may be forward-looking
statements. In this news release, forward-looking statements
relate, among other things, to: the likelihood of the completion of
the Offering, the use of proceeds from sales from the Offering, the
closing of the Offering and the ability to obtain the necessary
regulatory authorizations and approvals, statements about the
estimation of mineral resources; results of our ongoing drill
campaign, magnitude or quality of mineral deposits; anticipated
advancement of mineral properties or programs; and future
exploration prospects.
These forward-looking statements, and any assumptions upon
which they are based, are made in good faith and reflect our
current judgment regarding the direction of our business. The
assumptions underlying the forward-looking statements are based on
information currently available to Newcore. Although the
forward-looking statements contained in this news release are based
upon what management of Newcore believes, or believed at the time,
to be reasonable assumptions, Newcore cannot assure its
shareholders that actual results will be consistent with such
forward-looking statements, as there may be other factors that
cause results not to be as anticipated, estimated or
intended. Forward-looking information also involves known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company to be
materially different from any future results, performance or
achievements expressed or implied by the forward-looking
information. Such factors include, among others: risks related to
the speculative nature of the Company's business; the Company's
formative stage of development; the Company's financial position;
possible variations in mineralization, grade or recovery rates;
actual results of current exploration activities; fluctuations in
general macroeconomic conditions; fluctuations in securities
markets; fluctuations in spot and forward prices of gold and other
commodities; fluctuations in currency markets (such as the Canadian
dollar to United States dollar
exchange rate); change in national and local government,
legislation, taxation, controls, regulations and political or
economic developments; risks and hazards associated with the
business of mineral exploration, development and mining (including
environmental hazards, unusual or unexpected geological
formations); the presence of laws and regulations that may impose
restrictions on mining; employee relations; relationships with and
claims by local communities; the speculative nature of mineral
exploration and development (including the risks of obtaining
necessary licenses, permits and approvals from government
authorities); and title to properties.
Forward-looking statements contained herein are made as of
the date of this news release and the Company disclaims any
obligation to update any forward-looking statements, whether as a
result of new information, future events or results, except as may
be required by applicable securities laws. 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.
SOURCE Newcore Gold Ltd.