Evergold Amends Previously Announced $3.5 Million Private Placement Financing to Enable Participation by Existing Shareholders
Evergold Amends Previously Announced $3.5 Million Private Placement
Financing to Enable Participation by Existing Shareholders
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR
DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES
TORONTO, Aug. 28, 2020 -- Evergold Corp. ("Evergold" or the " Company") (TSX-V: EVER, OTC: EVGUF, FRA: 5EG ) is
pleased to announce, further to shareholder inquiries, that it has amended the $3.5 million non-brokered private placement
financing (the “ Offering”) announced on August 26, 2020, to allow for participation by existing shareholders under the
“Existing Shareholder Exemption ” as described below. The Company also announces a change in price of the flow-through
shares (“FT Shares”) component of the Offering to $0.60 per FT Share.
“We’re happy to extend the Offering to existing shareholders using this mechanism, as it makes the financing more
democratic,” said Kevin Keough, President and CEO. “We appreciate their continued support.”
The Offering is composed of hard dollar units (“HD Units”) at a price of $0.50 per Unit and flow-through shares (“FT Shares”) at
a price of $0.60 per FT Share. Each HD Unit is composed of one common share in the capital of the Company (“ Common
Share ”) and one-half of one Common Share purchase warrant (“ Warrant ”). Each whole Warrant entitles the holder to
purchase one Common Share within 24 months from the date of issuance at a price of $0.60 per Common Share if exercised
in the first 12 months and $0.70 per Common Share if exercised in the second 12 months. Each FT Share is composed of one
Common Share issued on a flow-through basis within the meaning of the Income Tax Act (Canada) (the “Tax Act”).
The Offering is available to accredited investors as well as all shareholders of record of the Company as at August 26, 2020
(the "Record Date ") resident in Canada who are eligible to participate under the exemption from prospectus requirements set
out in applicable instruments of Canadian Securities Administrators (the “ Existing Shareholder Exemption ”) and who
continue to be shareholders of the Company immediately prior to the closing of the Offering.
Subscribers proposing to purchase HD Units or FT Shares under the Existing Shareholder Exemption may not purchase more
than $15,000 in value of securities pursuant to the exemption in any twelve month period unless such subscriber has obtained
'suitability advice' from a registered investment dealer, as such term is used in applicable instruments of Canadian Securities
Administrators.
If the Offering is over-subscribed, it is possible that a shareholder's subscription may not be accepted by the Company even
though it is received. Additionally, in the event of an imbalance of large subscriptions compared to smaller subscriptions
management of the Company reserves the right in its discretion to reduce large subscriptions in favour of smaller shareholder
subscriptions. There is no minimum amount that will be required to be raised pursuant to the Existing Shareholder Exemption
portion of the Offering.
Any person who becomes a shareholder of the Company after the Record Date is not permitted to participate in the Offering
using the Existing Shareholder Exemption but other exemptions may still be available to them. Shareholders who became
shareholders after the Record Date should consult their professional advisors when completing their subscription form to
ensure that they use the correct exemption.
Those interested in participating in the Offering should contact the Company as noted below. Information on the Company is
reported in the Company’s public documents filed on SEDAR. There are no undisclosed material facts or material changes in
respect of the Company.
This news release does not constitute an offer to sell or a solicitation of an offer to sell of any of the securities in the United
States. The securities have not been 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 or an exemption from such
registration is available.
About Evergold
Evergold Corp. has been assembled by a team with a record of recent success in British Columbia, combining four 100%-
owned properties in prime geological real estate from one of BC’s best-known geologists, C.J. (Charlie) Greig, with seasoned
management and a qualified board. The Company’s flagship assets consist of the 3,545 hectare Snoball property, located in
the heart of BC’s famed Golden Triangle only 12 kilometres off highway 37, where the Company believes it has located the
source of a large, strong gold-silver anomaly up-slope of previous work, and the 5,099 hectare Golden Lion property, located
well to the east of Snoball in similar Stikine terrane rocks, at the north end of the Toodoggone region, where multiple strong
gold-silver-copper targets have been outlined.
For additional information, please contact:
Kevin M. Keough
President and CEO
Tel: (613) 622-1916
www.evergoldcorp.ca
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 news release.
Cautionary Statement Regarding Forward-Looking Information
This news release includes certain “forward-looking statements” which are not comprised of historical facts. 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 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 inability to complete
the Offering on the terms as announced or at all, 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.