Bald Eagle Announces Closing of Approximately $2.3 Million Non-Brokered Private Placement
Bald Eagle Announces Closing of
Approximately $2.3 Million Non-Brokered
Private Placement
/NOT FOR DISSEMINATION IN
THE UNITED STATES
OR FOR DISTRIBUTION TO U.S. WIRE
SERVICES/
TORONTO
,
June 1, 2022
/CNW/ - Bald Eagle Gold Corp. ("
Bald Eagle
" or the "
Corporation
")
(TSXV: BIG) (OTCBQ: BADEF) is pleased to announce the completion of its non-brokered private
placement, as described in its news release of
May 11, 2022
(the "
Offering
"), of 30,666,666 units
of the Corporation (each a "
Unit
") at a price of
$0.075
per Unit for aggregate proceeds of
approximately
$2,300,000
.
Each Unit consisted of one (1) common share in the authorized share structure of the Corporation (a
"
Common Share
") and one (1) common share purchase warrant of the Corporation (a "
Warrant
").
Each Warrant shall be exercisable to purchase one additional Common Share (a "
Warrant Share
")
at an exercise price of
$0.11
until
May 31, 2024
.
In connection with the Offering, Crescat Portfolio Management LLC ("
Crescat
") and certain
accounts managed by Crescat collectively made a strategic investment in the Corporation of
approximately
$1,100,000
. The Corporation granted Crescat a right to participate in future financings
of the Corporation so as to allow Crescat to maintain its current equity stake on a pro rata basis (the
"
Participation Right
"). The Participation Right terminates on the date on which Crescat's ownership
of Common Shares falls below two per cent of the then outstanding shares on a non-diluted basis.
The securities issued in connection with the Offering are subject to a four-month hold period ending
on
October 1, 2022
in accordance with applicable Canadian securities laws.
Certain insiders of the Corporation participated in the Offering and purchased an aggregate of
2,005,000 Units. Participation of such insiders in the Offering constituted a "related party
transaction" as defined under Multilateral Instrument 61-101 –
Protection of Minority Security
Holders in Special Transactions
("
MI 61-101
"), but was exempt from the formal valuation and
minority shareholder approval requirements of MI 61-101, as neither the fair market value of the
securities issued to the insiders nor the consideration paid by the insiders exceeded 25% of the
Corporation's market capitalization. None of the Corporation's directors expressed any contrary
views or disagreements with respect to the foregoing. The Corporation did not file a material change
report 21 days prior to the closing of the Offering as the details of the participation of the insiders of
the Corporation had not been confirmed at that time.
About Bald Eagle Gold Corp.
Bald Eagle Gold Corp. is a junior mining company focused on the exploration and development of the
Hercules Silver Project, northwest of
Cambridge, Idaho
. The Corporation's management team brings
extensive and successful international experience with a focus on identifying and acquiring
prospective and under-explored precious metals properties worldwide. The board of directors have
an established track record of creating significant returns for investors and have demonstrated
access to capital to advance the development of assets. From time to time, the Corporation may
also evaluate the acquisition of other mineral exploration assets and opportunities.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies
of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
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
. Any securities referred to herein have not 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 unless
registered under the U.S. Securities Act and applicable state securities laws of an exemption from
such registration is available.
Forward-Looking Information
This press release contains "forward-looking information" within the meaning of applicable Canadian
securities legislation. Generally, forward-looking information can be identified by the use of forward-
looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget",
"scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes",
or variations of such words and phrases or state that certain acts, events or results "may", "could",
"would", "might" or "will be taken", "occur" or "be achieved". Forward-looking information in this
press release may include, without limitation, the business and strategic plans of Bald Eagle.
Forward-looking information is subject to known and unknown risks, uncertainties and other factors
that may cause the actual results, level of activity, performance or achievements of Bald Eagle, as
the case may be, to be materially different from those expressed or implied by such forward-looking
information. Although Bald Eagle has attempted to identify important factors that could cause actual
results to differ materially from those contained in forward-looking information, there may be other
factors that cause results not to be as anticipated, estimated or intended. There can be no
assurance that such 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. Bald Eagle does not undertake to update any
forward-looking information, except in accordance with applicable securities laws.
SOURCE
Bald Eagle Gold Corp.
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For further information:
Christopher Paul - CEO, Telephone: +1 604 721 7896, Email:
[email protected]; Darren Collins - CFO and Director, Telephone: +1 (786) 633-1756,
Email: [email protected]
CO: Bald Eagle Gold Corp.
CNW 07:00e 01-JUN-22