Cabral Gold Inc. Announces Closing of Approximately $3,000,000 Private Placement Financing
Cabral Gold Inc. Announces Closing of
Approximately $3,000,000 Private Placement
Financing
Vancouver, British Columbia--(Newsfile Corp. - June 28, 2022) -
Cabral Gold Inc.
(TSXV: CBR) (OTC
Pink: CBGZF)
("Cabral" or the
"
Company
") is pleased to announce the closing of its previously
announced brokered private placement, consisting of a total of 10,038,358 units of the Company (each,
a "
Unit
", and collectively the "
Units
"), at a price of $0.30 per Unit for aggregate gross proceeds to the
Company of approximately $3,011,507.40 (the "
Offering
"). The Offering was led by Paradigm Capital
Inc. as lead agent and sole bookrunner (the "
Lead Agent
") on behalf of a syndicate of agents including
Cormark Securities Inc., Research Capital Corporation and Roth Canada Inc. (together with the Lead
Agent, the "
Agents
").
Each Unit consists of one common share in the capital of the Company (a "
Common Share
") and one
common share purchase warrant of the Company (a "
Warrant
").
Each Warrant entitles the holder
thereof to acquire one Common Share at an exercise price of $0.50 per Common Share for a period of
24 months after the closing of the Offering. (the "
Closing
").
The Offering was previously announced by the Company on June 8, 2022, at which time it was proposed
that the Lead Agent offer, on a best efforts private placement basis, for sale up to 10,000,000 Units of
the Company at a price of $0.30 per Unit for aggregate gross proceeds of up to $3.0 million. In
connection with the Offering, the Lead Agent exercised its over-allotment option for additional gross
proceeds of $11,507.40.
The Company intends to use the net proceeds from the Offering for exploration and development
activities, and general working capital purposes.
Officers and directors of Cabral subscribed in the Offering for a total of 480,000 Common Shares for
gross proceeds of $144,000. The participation of officers and directors of Cabral in the Offering
constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection
of Minority Security Holders in Special Transactions ("MI 61-101"). The transaction is exempt from the
formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to section 5.5(a)
and section 5.7(1)(a) as the fair market value of the officers' and directors' participation is not more than
25% of the Company's market capitalization.
In connection with the Offering, the Agents received a cash commission equal to 6.0% of the gross
proceeds of the Offering (including on any exercise of the Over-Allotment Option), subject to a reduced
cash commission equal to 3.0% in respect of any sales of Units to purchasers on a president's list
provided by the Company to the Agents. In addition, the Company also issued to the Agents that number
of compensation options (the "
Compensation Options
") that is equal to 6.0% of the Units issued under
the Offering (including on any exercise of the Over-Allotment Option), subject to a reduced number of
Compensation Options equal to 3.0% in respect of any sales of Units to purchasers on the president's
list, each exercisable for one Common Share at $0.30 for a period of 24 months after Closing.
The securities issued in connection with the Offering will be subject to a hold period of four months and
one day from Closing, expiring October 29, 2022, in accordance with applicable securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there
be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any such jurisdiction. This press release
does not constitute an offer of securities for sale in the United States. The securities being offered have
not been, nor will they be, registered under the U.S. Securities Act, and such securities may not be
offered or sold within the United States absent registration under U.S. federal and state securities laws
or an applicable exemption from such U.S. registration requirements.
About Cabral Gold Inc.
The Company is a junior resource company engaged in the identification, exploration and development
of mineral properties, with a primary focus on gold properties located in Brazil.
The Company has a
100% interest in the Cuiú Cuiú gold district located in the Tapajós Region, within the state of Pará in
northern Brazil. Two gold deposits have so far been defined at Cuiú Cuiú and contain 43-101 compliant
Indicated resources of 5.9Mt @ 0.90 g/t (200,000 oz) and Inferred resources of 19.5Mt @ 1.24 g/t
(800,000 oz).
The Tapajós Gold Province is the site of the largest gold rush in Brazil's history producing an estimated
30 to 50 million ounces of placer gold between 1978 and 1995. Cuiú Cuiú was the largest area of placer
workings in the Tapajós and produced an estimated 2Moz of placer gold historically.
FOR FURTHER INFORMATION PLEASE CONTACT:
"Alan Carter"
President and Chief Executive Officer
Cabral Gold Inc.
Tel: 604.676.5660
Neither the TSX Venture Exchange nor its Regulation Services Provider (as such term is defined in
the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.
Forward-looking Statements
This news release contains certain forward-looking information and forward-looking statements within
the meaning of applicable securities legislation (collectively "forward-looking statements").
The use of
the words "will", "expected" and similar expressions are intended to identify forward-looking
statements.
These statements involve known and unknown risks, uncertainties and other factors that
may cause actual results or events to differ materially from those anticipated in such forward-looking
statements.
Such forward-looking statements should not be unduly relied upon.
This news release
contains forward-looking statements and assumptions pertaining to the following:
filing of a technical
report with the securities regulators and closing of the Offering. . Actual results achieved may vary
from the information provided herein as a result of numerous known and unknown risks and
uncertainties and other factors.
The Company believes the expectations reflected in those forward-
looking statements are reasonable, but no assurance can be given that these expectations will prove
to be correct.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OF
AMERICA OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA,
ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT
OF COLUMBIA.
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https://www.newsfilecorp.com/release/129334