Desert GOLD Announces Non-Brokered Private Placement
For Immediate Release
TSX.V: DAU
Frankfurt: QXR2
OTCQB: DAUGF
DESERT GOLD ANNOUNCES NON-BROKERED PRIVATE PLACEMENT
December 1, 2022 , Surrey Briti sh Columbia, Desert Gold Ventures Inc. (“Desert Gold” or “the
Company”) (TSX.V: DAU, F SE: QXR2, OTC QB: DAUGF) ) announces that, subject to exchange
approval, it will conduct a non-brokered private placement of 24,285,714 units at a price of CAD $0.07 per
unit (the “Unit”) raising CAD$1,700,000 (the “Financing”). Each Unit will consist of one common share
in the equity of the Company and one common share purchase warrant (the “ Warrant”). Each Warrant
entitles the holder to purchase one additional common share of the Company at a price of CAD $0.08 per
common share for a period of three (3) years from the closing of the Financing.
The Company may pay a finder’s fee to qualified individuals in respect to the Financing. Securities issued
as a result of the Financing will be subject to a statutory hold period.
The proceeds of the Financing will be used primarily for exploration activities at the Company’s flagship
SMSZ Gold Project and for general working capital purposes.
Should any directors and/or officers of the Company acquire Units under the Financing such participation
is considered to be a related party transaction as defined under Multilateral Instrument 61- 101 Protection
of Minority Security Holders in Special Transactions (“MI 61-101”). The transaction will be exempt from
the formal valuation and minority shareholder approval requirements of MI 61-101 if neither the fair market
value of any securities issued to or the consideration paid by such persons will exceed 25% of the
Company’s market capitalization.
The Company also clarifies that it closed its previous financing in April 2022 on 11,742,334 units; however,
the correct number of units was 11,741,667.
ON BEHALF OF THE BOARD
“Jared Scharf”
___________________________
Jared Scharf
President & CEO
ABOUT DESERT GOLD
Desert Gold Ventures Inc. is a gold exploration and development company which holds 2 gold exploration permits in
Western Mali (SMSZ Project and Djimbala) and its Rutare gold project in central Rwanda. For further information
please visit www.SEDAR.com under the company’s profile. Website: www.desertgold.ca
CONTACT
Jared Scharf, President & CEO
Email: [email protected]
This news release contains forward -looking statements respecting the Company's ability to successfully complete the Offering. These forward -
looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-
looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may
differ materially from those contained in such statements, including the inability of the Company to successfully complete th e Offering. These
uncertainties and risks include, but are not limited to, the strength of the cap ital markets, the price of gold; operational, funding, and liquidity
risks; the degree to which mineral resource estimates are reflective of actual mineral resources; and the degree to which factors which would make
a mineral deposit commercially viable ar e present; the risks and hazards associated with mining operations. Risks and uncertainties about the
Company's business are more fully discussed in the company's disclosure materials filed with the securities regulatory authorities in Canada and
available at www.sedar.com and readers are urged to read these materials. The Company assumes no obligation to update any forward -looking
statement or to update the reasons why actual results could differ from such statements unless required by law.
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 release. This news release does not constitute an offer to sell or a solicitation of an offer to buy
the securities described herein in the United States. The securities described herein have not been and will not be registered under the united states
securities act of 1933, as amended, and may not be offered or sold in the united states or to the account or benefit of a U.S. person absent an
exemption from the registration requirements of such act.