Regency Receives Conditional Approval FOR the Acquisition of Vanadium North, Announces Private Placement and Provides Corporate Update
REGENCY GOLD CORP.
Suite 1703, Three Bentall Centre
595 Burrard Street Vancouver, BC, V7X 1J1
NEWS RELEASE
REGENCY RECEIVES CONDITIONAL APPROVAL FOR THE ACQUISITION OF VANADIUM NORTH,
ANNOUNCES PRIVATE PLACEMENT AND PROVIDES CORPORATE UPDATE
Vancouver, BC, May 3, 2019 – Regency Gold Corp. (“Regency” or the “Company”) (NEX:RAU.H) provides an update
with respect to its news release dated February 13, 2019 regarding the acquisition (the “Acquisition”) of Vanadium North
Resources Inc. (“Vanadium North”).
Conditional Approval
The Company is pleased to announce that it has received conditional approval from the TSX Venture Exchange (“TSXV”)
for the previously announced acquisition of Vanadium North.
Michael Konnert stated “We are very excited to announce conditional approval of the acquisition of Vanadium North.
Galen McNamara, CEO of Vanadium North, has assembled an excellent land package in the Northwest Territories and we
believe the project has significant exploration upside. Additionally, Regency has a LOI with Cellcube Energy Storage
Systems Inc. whereby it may acquire the Bisoni-McKay and Bisoni -Rio vanadium projects in Nevada. It is our goal for
Regency to become a leader in the North American vanadium space.”
Exercise of Warrants
The Company also announces the exercise of 11,111,112 warrants at an exercise price of C$0.12 each, for aggregate
consideration of C$1,333,333. A total of 11,111,112 common shares were issued in connection with the warrant exercise.
Private Placement
The Company also reports that the previously announced private placement financing is underway. Regency will raise up
to C$2-million through the issuance of up to eight million common shares of the Company at a price of C$0.25 cents per
share. In the event the private placement is oversubscribed, the Company will make provision for an overallotment option
to allow the Company to increase the size of the private placement by up to 20 per cent and issue an additional two million
common shares for additional gross proceeds of C$500,000. The pricing of the financing was determined in the context of
the market. The common shares to be issued pursuant to the financing will be subject to a four-month hold period.
The net proceeds from the financing are expected to be used to finance exploration activities at the Company's property and
for working capital purposes.
Board and Management
Bill Radvak has resigned from his role as President, CEO and Director of the Company effective April 29, 2019. Regency
thanks Bill for his years of service and wishes him well on his future endeavours.
The Company is pleased to announce that on completion of the Acquisition, Simon Dyakowski will be joining the Board of
Directors. Mr. Dyakowski has over ten years of corporate financ e, corporate development and capital markets advisory
experience. He holds an MBA in Finance from the University of British Columbia, is a CFA charter holder and holds a
Bachelor of Management and Organizational Studies from the University of Western Ontar io. As an independent capital
markets consultant, he advises venture stage and growth-oriented public market issuers on deal structuring, capital markets,
and corporate development strategies. His professional experience is in equity research and equity sa les coverage with
previous positions held at ACM Advisors Ltd. and Leede Financial Markets Inc. Mr. Dyakowski is the President and CEO
of GSP Resource Corp. and the CFO of GK Resources Ltd., which are Exchange listed resource issuers.
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Loan to Vanadium North
On or about March 26, 2019, the Company extended a loan to Vanadium North in the amount of C$150,000 (the “ Loan”)
to be used to fund exploration and for general working capital. The Company and Vanadium North are entering into
amended terms of the Loan, which among other things, will secure the Loan against the assets of Vanadium North, in
compliance with Policy 5.2 of the TSX Venture Exchange (the “ Exchange”). Further, the full amount of the Loan is
repayable in cash, on an interest free basis, on demand.
About Regency Gold Corp.
Regency Gold Corp is a mineral exploration company based in Canada. It is engaged in the identification, acquisition,
exploration and, development of exploration and evaluation assets. Completion of the transaction is sub ject to a number of
conditions, including but not limited to, Exchange acceptance and if applicable, disinterested shareholder approval. Where
applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the
transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared i n
connection with the transaction, any information released or received with respect to the transaction may not be accurate or
complete and should not be relied upon. Trading in the securities of Regency Gold Corp. should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor
disapproved the contents of this news release.
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.
ON BEHALF OF THE BOARD OF DIRECTORS
“Kelsey Chin”
Kelsey Chin
Chief Financial Officer
For further information, please contact +1 604-719-5614
Forward-Looking Information
This news release contains forward -looking statements and information that are based on the beliefs of management and
reflect the Company’s current expectations. When used in this news release, the words “estimate”, “project”, “belief”,
“anticipate”, “intend”, “expect”, “plan”, “predict”, “may” or “should” and the negative of these words, or such variations
thereon or comparable terminology, are intended to identify forward -looking statements and information. The forward -
looking statements and information in this news release include but are not limited to any statements concerning the expected
results of the Acquisition; completion of the transactions contemplated by the DA and the anticipated timing thereof;
completion of the Financing and the anticipated timing thereof and the expected use of proceeds from the Financing.
By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may
cause our actual results, performance or achievements, or other future events, to be materially different from any future
results, performance or achievements expressed or implied by such forward-looking statements.
The forward-looking information contained in this news release represents the expectations of the Company as of the date
of this news release and, accordingly, is subject to change after such date. Readers should not place undue importance on
forward-looking information and should not rely upon this information as of any other date. While the Company may elect
to, it does not undertake to update this information at any particular time except as required in a ccordance with applicable
laws.