Avidian Gold Announces Closing of Private Placement
Avidian Gold Announces Closing of Private
Placement
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TORONTO, ON / ACCESSWIRE / December 15, 2022 / Avidian Gold Corp.
("Avidian" or the "Company") (TSX- V:AVG) is pleased to announce that it has closed
the second and final tranche (the "Second Tranche") of its non-brokered private
placement (the "Offering") offering of units of the Company (the "Units"), previously
announced on October 17, 2022, November 25, 2022 and December 2, 2022. The total
gross proceeds of the Offering were $404,230 and an aggregate of 11,549,429 Units
were sold under the Offering at a price of C$0.035 per Unit (the "Issue Price"). An
aggregate of 5,378,715 Units for gross proceeds of $188,255 were sold under the first
tranche of the Offering (the "First Tranche") and an aggregate of 6,170,714 Units for
gross proceeds of $215,975 were sold under the Second Tranche.
Each Unit is comprised of one common share of the Company (a "Common Share")
and one Common Share purchase warrant (a "Warrant"). Each Warrant entitles the
holder thereof to acquire one Common Share (a "Warrant Share") at an exercise price
of $0.06 per Warrant Share for a period of twenty-four (24) months following the
closing of the applicable tranche of the Offering.
The net proceeds of the Offering are expected to be used as follows: approximately
57% of the net proceeds from of the Offering will be used to pay state claim fees and
annual property payments for the Corporation's mineral properties in Alaska and
Nevada, as applicable, approximately 16% of the net proceeds from the Offering will be
used for the exploration and development of Avidian's advanced-stage gold & gold-
copper mineral properties in Alaska and Nevada and the remaining 27% for general and
administrative expenses. It is not expected that any of the net proceeds of the Offering
will be used for payments to Non-Arm's Length Parties (as defined in the policies of the
TSX Venture Exchange (the "TSXV") of the Company nor to any persons conducting
Investor Relations Activities (as defined in the policies of the TSXV).
Certain insiders of the Company (the "Insiders") acquired an aggregate of 1,585,715
Units under the Offering, with Insiders acquiring 1,485,715 Units under the First
Tranche and 100,000 Units under the Second Tranche. The participation of the Insiders
in the Offering constitutes a "related party transaction" as defined under Multilateral
Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI
61-101"). The Company is exempt from the formal valuation and minority shareholder
approval requirements of MI 61-101 in respect of such insider participation because
neither the fair market value of the Offering nor the fair market value of the
consideration for the Units paid by the Insiders exceeds 25% of the Company's market
capitalization.
In connection with the Offering, the Company paid commissions to certain finders of an
aggregate of $9,998 in cash and 285,657 finders warrants (each, a "Finder
Warrant"). Under the First Tranche, $2,800 was paid and 80,000 Finders Warrants
were issued and under the Second Tranche, $7,198 was paid and 205,657 Finders
Warrants were issued. Each Finder Warrant entitles the holder thereof to purchase one
Common Share (a "Finder Share") at a price of $0.05 per Finder Share for a period of
twenty-four (24) months following the closing of the applicable tranche of the Offering.
The closing of the Offering is subject to the receipt of all required regulatory approvals
including the approval of the TSXV. All securities issued and issuable pursuant to the
Offering will be subject to a hold period of four months and one day from the date of
issuance in accordance with applicable Canadian securities laws.
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 of America. The securities have not been and
will not be registered under the United States Securities Act of 1933 (the "1933 Act")
or any state securities laws and may not be offered or sold within the United States or
to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and
applicable state securities laws, or an exemption from such registration is available.
About Avidian Gold Corp.
Avidian brings a disciplined and veteran team of project managers together with a focus
on advanced-stage gold exploration projects in Alaska. The Company's district-scale
Golden Zone property hosts a NI 43-101 Indicated gold resource of 267,400 ounces
(4,187,000 tonnes at 1.99 g/t Au) plus an Inferred gold resource of 35,900 ounces
(1,353,000 tonnes at 0.83 g/t Au) within the Breccia Pipe Deposit. This resource is
exposed on the surface and was pit constrained for an open-pit mining scenario. The
Technical Report was filed on November 17, 2017, and was authored by Leon McGarry,
B.Sc., P.Geo. and Ian D. Trinder, M.Sc., P.Geo. Additional projects include the Amanita
and the Amanita NE gold properties which are both adjacent to Kinross Gold's Fort Knox
gold mine in Alaska, and the Jungo gold-copper property in Nevada.
Avidian is a major shareholder in High Tide Resources (CSE:HTRC) which is focused on,
and committed to, the development of advanced-stage mineral projects in Canada
using industry best practices combined with a strong social license from local
communities. High Tide is earning a 100% interest in the Labrador West Iron project
located adjacent to IOC/Rio Tinto's 23 mtpy Carol Lake Mine in Labrador City, Labrador
and owns a 100% interest in the Lac Pegma copper-nickel-cobalt deposit located 50 km
southeast of Fermont, Quebec.
Further details on the Company and the individual projects, including the NI 43-101
Technical reports on the Golden Zone property can be found on the Company's website
at www.avidiangold.com.
For further information, please contact:
Steve Roebuck
President & CEO
Mobile: (905) 741-5458
Email: [email protected]
or
Dino Titaro
Director
Mobile (647) 283 7600
Email: [email protected]
Neither 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.
Forward-looking information
This News Release includes certain "forward-looking statements" which are not
comprised of historical facts including statements regarding the use of proceeds.
Forward-looking statements include estimates and statements that describe the
Company's future plans, objectives or goals, including words to the effect that the
Company or management expects a stated condition or result to occur. Forward-looking
statements may be identified by such terms as "believes", "anticipates", "expects",
"estimates", "may", "could", "would", "will", or "plan". Since forward-looking statements
are based on assumptions and address future events and conditions, by their very
nature they involve inherent risks and uncertainties. Although these statements are
based on information currently available to the Company, the Company provides no
assurance that actual results will meet management's expectations. Risks, uncertainties
and other factors involved with forward-looking information could cause actual events,
results, performance, prospects and opportunities to differ materially from those
expressed or implied by such forward-looking information. Forward looking information
in this news release includes, but is not limited to, the size of the Offering, the
completion and terms of the Offering, the closing of Offering, the use of proceeds of
the Offering, the Company's objectives, goals or future plans, statements, exploration
results, potential mineralization, the estimation of mineral resources, exploration and
mine development plans, timing of the commencement of operations and estimates of
market conditions. Factors that could cause actual results to differ materially from such
forward-looking information include, but are not limited to: the failure to complete the
Offering on the terms provided or at all, the ability to anticipate and counteract the
effects of COVID-19 pandemic on the business of the Company, including without
limitation the effects of COVID-19 on the capital markets, commodity prices supply
chain disruptions, restrictions on labour and workplace attendance and local and
international travel, failure to receive requisite approvals in respect of the Offering,
failure to identify mineral resources, failure to convert estimated mineral resources to
reserves, the inability to complete a feasibility study which recommends a production
decision, the preliminary nature of metallurgical test results, delays in obtaining or
failures to obtain required governmental, environmental or other project approvals,
political risks, inability to fulfill the duty to accommodate First Nations and other
indigenous peoples, uncertainties relating to the availability and costs of financing
needed in the future, changes in equity markets, inflation, changes in exchange rates,
fluctuations in commodity prices, delays in the development of projects, capital and
operating costs varying significantly from estimates and the other risks involved in the
mineral exploration and development industry, and those risks set out in the Company's
public documents filed on SEDAR. Although the Company believes that the assumptions
and factors used in preparing the forward-looking information in this news release are
reasonable, undue reliance should not be placed on such information, which only
applies as of the date of this news release, and no assurance can be given that such
events will occur in the disclosed time frames or at all. The Company disclaims any
intention or obligation to update or revise any forward-looking information, whether as
a result of new information, future events or otherwise, other than as required by law.
SOURCE: Avidian Gold Corp.