Blackrock GOLD Closes over-Subscribed Financing
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES
1500 – 409 Granville Street
Vancouver, BC, V6C 1T2
BLACKROCK GOLD CLOSES OVER-SUBSCRIBED FINANCING
FOR IMMEDIATE RELEASE TSX-V symbol: BRC
Vancouver, Canada – February 17, 2017 – Blackrock Gold Corporation (“Blackrock” or the
“Company”) (TSXV: BRC) is pleased to announce that it has closed the non-brokered private
placement that was announced on November 21, 2016, January 12, 2017 and February 8, 2017.
The private placement was orig inally intended to raise $2 00,000. The Company has issued
5,451,666 units (the “Units”) at a price of $0.075 per Unit for gross proceeds of $408,875. Each
Unit is comprised of one common share and one sh are purchase warrant. Each warrant entitles
the holder to acquire one additional share in the capital of the Company at a price of $0.15 until
February 17, 2019. If during the exercise period of the warrants, but after the resale restrictions
on the shares have expired, the Company’s shares trade at or above a weighted average trading
price of $0.30 per share for 15 consecutive tradi ng days, the Company may accelerate the expiry
time of the warrants by giving written notice to wa rrant holders that the warrants will expire 30
days from the date of providing such notice. Finder’s fees of 7% we re paid to Canaccord
Genuity Corp. ($6,475). The common shares co mprising the Units and any shares issued upon
the exercise of any Warrants are subject to a hold period expiring at midnight on June 17, 2017.
The following insiders of the Company acquired an aggregate of 2,000,000 Units: Deepak
Malhotra (200,000 Units), Alan Carter (333,333 Units), Hendrik Van Alphen (1,000,000 Units),
Thomas Bruington (66,667 Units) and Michael E O’Connor (400,000 Units). These transactions
constitute “related party transactio ns” under Multilateral Instrument 61-101 Protection of
Minority Security Holders in Special Transactions (“MI 61-101”). The related party transactions
are exempt from the formal valuation requirem ents of Section 5.4 of MI 61-101 pursuant to
subsection 5.5(a) of MI 61-101, and exempt from the minority approval requirements of
Section 5.6 of MI 61-101 pursuan t to subsection 5.7(1)(a) of MI 61-101. A material change
report was not filed more than 21 days prior to closing as contemplated by the related party
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transaction requirements under MI 61-101 as the insider part icipation was only recently
confirmed.
Michael O’Connor commented, “Our Board and ma nagement team are very pleased that our
investors and shareholders continue to dem onstrate their support for the Company’s business
plan of acquiring low cost, high value near term to production gold and gold/silver projects. The
proceeds from the private placement will be used for general corporate purposes and to evaluate
certain projects that the Company is currently reviewing. One project is a smaller high grade
currently producing gold mine; anot her is a potential open pit operati on; and the third is a high
grade potential underground operation. The Company has not yet entered into any agreements
respecting these projects and will update shareholders as material developments arise.”
For further information, please contact:
Michael E. O’Connor, CEO
Blackrock Gold Corp.
Telephone 604-317-6197
Email [email protected]
Website: www.blackrockgoldcorp.com
The TSX Venture Exchange has not reviewed and does not accept responsibility for the accuracy or adequacy of
this release. Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in
the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This press release contains forward-looking statements. All statements, other than statements of historical fact,
constitute “forward-looking statements” and include any information that addresses activities, events or
developments that the Company believes, expects or anticipates will or may occur in the future including the
Company’s strategy, plans or future financial or operating performance and other statements that express
management’s expectations or estimates of future performance.
Forward-looking statements are generally identifiable by the use of the words “may”, “will”, “should”,
“continue”, “expect”, “anticipate”, “estimate”, “believe”, “intend”, “plan” or “project” or the negative of
these words or other variations on these words or comparable terminology. These statements, however, are
subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of
activity, performance or achievements of the Company to be materially different from those expressed, implied by
or projected in the forward-looking information or statements. Important factors that could cause actual results
to differ from these forward-looking statements include bu t are not limited to the ability of the Company to attract
financing and the general market conditions of the industry in which the Company operates and
the other factors discussed in the sections relating to risk factors discussed in the Company’s continuous
disclosure filings on SEDAR.
There can be no assurance that any forward-looking statements will prove to be accurate, as actual results and
future events could differ materially from those anticipated in such statements. Accordingly, the reader should not
place any undue reliance on forward-looking information or statements. Except as required by law, the Company
does not intend to revise or update these forward-looking statements after the date of this document or to
revise them to reflect the occurrence of future unanticipated events.