NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
PURE GOLD ANNOUNCES C$12 MILLION BOUGHT DEAL PRIVATE PLACEMENT OF FLOW-THROUGH SHARES AND COMMON SHARES
VANCOUVER, B.C. – Pure Gold Mining Inc. (PGM – TSX-V) (“Pure Gold” or the “Company”) is pleased to announce that it has entered into an agreement with Macquarie Capital Markets Canada Ltd. on behalf of a syndicate of underwriters (together the “Underwriters”), whereby the Underwriters will purchase for their own account or arrange for substituted purchasers to purchase on a bought-deal private placement basis 19,821,000 common shares of the Company for aggregate gross proceeds to Pure Gold of C$12,000,670 (the “Offering”).
The Offering will consist of three tranches. The first tranche (“Tranche One”) will consist of 5,518,000 common shares of the Company that qualify as “flow-through shares” for the purposes of the Income Tax Act (Canada) (“Super FT Shares”) and will be issued at a price of C$0.725 per Super FT Share (the “Super FT Share Issue Price”). The second tranche (“Tranche Two”) will consist of 4,688,000 common shares of the Company that qualify as “flow-through shares” for the purposes of the Income Tax Act (Canada) (“FT Shares”) and will be issued at a price of C$0.64 per FT Share (the “FT Share Issue Price”). The third tranche (“Tranche Three”) will consist of 9,615,000 common shares of the Company (“Common Shares”) and will be issued at a price of C$0.52 per Common Share (the “Common Share Issue Price”).
The Underwriters shall also have the option (the “Underwriters’ Option”) to purchase from Pure Gold from Tranche One up to an additional 1,379,500 Super FT Shares at the Super FT Share Issue Price, from Tranche Two up to an additional 1,172,000 FT Shares at the FT Share Issue Price and from Tranche Three up to an additional 2,403,750 Common Shares at the Common Share Issue Price. The Offering will take place by way of a private placement to qualified investors in such provinces of Canada as the Underwriters may designate, and otherwise in those jurisdictions where the Offering can lawfully be made. The securities to be issued under the Offering will have a hold period of four months and one day from closing.
The gross proceeds raised from the sale of the Super FT Shares will be used by the Company for exploration financing in the Province of Ontario that will qualify as “Canadian Exploration Expenses” (“CEE”) and “flow-through mining expenditures” for purposes of the Income Tax Act (Canada) and as “eligible Ontario exploration expenditures” within the meaning of the Taxation Act, 2007 (Ontario). The gross proceeds raised from the sale of the FT Shares will be used by the Company for exploration financing that will qualify as CEE only. The net proceeds raised from the sale of the Common Shares will be used by the Company for exploration and development of the Company’s Madsen gold project, as well as for general working capital purposes.
It is expected that the closing of the Offering will occur on or about November 1, 2017 (the “Closing Date”) and is subject to the satisfaction of certain conditions, including receipt of all applicable regulatory approvals including the approval of the TSX Venture Exchange.
In consideration for their services, the Underwriters will receive a cash commission equal to 6.0% of the gross proceeds of the Offering, including any proceeds realized on exercise of the Underwriters’ Option.
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 (as such term is 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 PURE GOLD
Our mandate is pure and simple. To dream big. To colour outside the lines. To use smart science and creativity to unlock the next major discovery at the Madsen Gold Project in Red Lake, Ontario. And become Canada’s next iconic gold company.
Additional information about the Company and its activities may be found on the Company’s website at www.puregoldmining.ca and under the Company’s profile at www.sedar.com.
ON BEHALF OF THE BOARD
Darin Labrenz, President & CEO
Investor inquiries: Tel: 604-646-8000