Whitehorse Gold Closes First Tranche of Private Placement
Whitehorse Gold Corp.
1750 - 1066 West Hastings Street
Vancouver, BC, Canada V6E 3X1
Telephone: (604) 336-5919
www.whitehorsegold.ca
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
Whitehorse Gold Closes First Tranche
of Private Placement
WHG-NR-22-17 December 16, 2022
Vancouver, British Columbia – December 16, 2022 – Whitehorse Gold Corp. (“Whitehorse
Gold” or the “Company”) (TSXV: “WHG”; OTCQX: “WHGDF”) is pleased to report that it has
closed the first tranche of its previously announced non-brokered private placement yesterday,
whereby the Company has completed the issuance of 7,922,500 units (each, a " Unit") at a price
of $0.40 per Unit for gross proceeds of $3,169,000.
In connection with the first tranche of the private placement, commissions on the sale of the
common shares were paid to eligible finders in accordance with the policies of the TSX Venture
Exchange and applicable securities laws. In particular, the company paid an aggregate of $800
in cash commissions to the finders.
The closing of the private placement is subject to the final approval of the TSX Venture Exchange.
All securities issued pursuant to the private plac ement will be subject to a statutory four-month
and one-day hold period from the closing date.
The Company intends to use the net proceeds from the Offering for working capital requirements
and other general corporate purposes.
As insiders of the Company (including Silvercorp) are expected to participate in the Offering, any
such subscriptions will be considered to be related party transactions within the meaning of TSXV
Policy 5.9 Protection of Minority Security Holders in Special Transactions, which incorporates
Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special
Transactions ("MI 61-101"). The Company intends to rely on the exemptions from the valuation
and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and
5.7(a) of MI 61-101 in respect of such insider participation.
The securities described herein 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 United States state
securities laws, and accordingly, may not be offered or sold within the United States or to U.S.
persons except in compliance with the registration requirements of the U.S. Securities Act and
applicable state securities requirements or pursuant to exemptions therefrom. This press release
is not an offer or a solicitation of an offer of securities for sale in the United States, nor will there
be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Whitehorse Gold
Whitehorse Gold is a mineral exploration and deve lopment company focusing on tin projects in
Bolivia and a gold project near Whitehorse, Yukon, Canada. The Company has recently signed
agreements to acquire up to a 100% interest in the Porvenir Project and SF Tin Project, which
are 70 km southeast of Oruro, Bolivia. The Company’s 100% owned Skukum Gold Project is
approximately 84 km south of Whitehorse by road. An independent Mineral Resource Estimate
update was completed in October 2022. Skukum hosts 418,000 oz AuEq Indicated Mineral
Resource and 517,000 oz AuEq Inferred Mineral Resource at respective average grades of 8.2
and 5.3 g/t AuEq. From 1986 to 1988, the project produced approximately 80,000 ounces of gold.
On Behalf of Whitehorse Gold Corp.
signed “Gordon Neal”
Gordon Neal, CEO & Director
For further information, please contact:
Investor Relations, Whitehorse Gold Corp.,
Phone: +1 (604)-336-5919
Email: [email protected]
www.whitehorsegold.ca
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 news release.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statem ents and forward-looking information (collective,
“forward looking statements”) within the meaning of applicable Canadian and U.S. securities legislation.
All statements, other than statements of historical fact included in this release, including, without limitation,
statements regarding future plans with respect to t he Offering and other future plans of Company, and
objectives or expectations of the Company are forward-looking statements. Estimates of Mineral Reserves
and Mineral Resources are also forward-looking information because they incorporate estimates of future
developments including future mineral prices, costs and expenses and the amount of minerals that will be
encountered if a property is developed. Forward-looking statements are often, but not always, identified by
words or phrases such as “expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”, “estimates”,
“assumes”, “intends”, “strategies”, “targets”, “goals”, “forecasts”, “objectives”, “budgets”, “schedules”,
“potential” or variations thereof or stating that cert ain actions, events or results “may”, “could”, “would”,
“might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar
expressions. Forward-looking statements are based on the opinions, assumptions, factors and estimates
of management considered reasonable at the date the statements are made. The opinions, assumptions,
factors and estimates which may prove to be incorr ect, include, but are not limited to: that market
fundamentals will result in sustained precious metals demand and prices; that there are no significant
disruptions affecting operations, including labour disruptions, supply disruptions, power disruptions, security
disruptions, damage to or loss of equipment, whether due to flooding, political changes, title issues,
intervention by local landowners, environmental concerns, pandemics (including COVID-19) or otherwise;
that the Company will be able to obtain and maintain governmental approvals, permits and licenses in
connection with its current and planned operations, development and exploration activities, including at the
Skukum Gold Project; that the Company will be able to meet its current and future obligations; that the
Company will be able to comply with environmental, health and safety laws; and the assumptions underlying
Mineral Resource estimates and the realization of such estimates.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may
cause the actual results, performance or achievements of the Company to differ materially from any future
results, performance or achievements expressed or implied by the forward-looking information. Such risks
and other factors include, among others: social and ec onomic impacts of COVID-19; actual exploration
results; changes in project parameters as plans continue to be refined; results of future Mineral Resource
estimates; future metal prices; availability of capital and financing on acceptable terms; general economic,
market or business conditions; uninsured risks; regulatory changes; defects in title; availability of personnel,
materials and equipment on a timely basis; accidents or equipment breakdowns; delays in receiving
government approvals; unanticipated environmental impacts on operations and costs to remedy same; and
other exploration or other risks detailed herein and from time to time in the filings made by the Company
with securities regulators. Although the Company has attempted to identify important factors that could
cause actual actions, events or results to differ from those described in forward-looking statements, there
may be other factors that cause such actions, events or results to differ materially from those anticipated.
There can be no assurance that forward-looking stat ements will prove to be accurate and accordingly
readers are cautioned not to place undue reliance on forward-looking statements.
Readers are cautioned not to place undue relianc e on forward-looking statements. The Company
undertakes no obligation to update any of the forwar d-looking statements in this news release or
incorporated by reference herein, except as otherwise required by law.