First Mining Upsizes and Closes Second Tranche of Private Placement Financing
TSX: FF
OTCQX: FFMGF
FRANKFURT: FMG
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NEWS RELEASE
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES
First Mining Upsizes and Closes Second Tranche of Private Placement Financing
February 28, 2020 – Vancouver, BC – First Mining Gold Corp. (“First Mining” or the “Company”) (TSX:
FF) (OTCQX: FFMGF) (FRANKFURT: FMG) is pleased to announce that due to strong demand, the Company
has upsized and closed a second tranche of its previously announced non -brokered private placement
financing (the “Offering”) for gross proceeds of $5.1 million (the “Second Tranche”). Along with the initial
tranche, First Mining has now raised total gross proceeds of $7.6 million. Due to increased demand, First
Mining will close a third, and final, tranche of the Offering on March 6, 2020.
Pursuant to the Second Tranche, the Company issued 23,328,818 units of the Company (the “Units”) at a
price of $0.22 per Unit for gross proceeds of $5,132,340. Each Unit consists of one common share of the
Company (a “Unit Share”) and one-half of one common share purchase warrant (each whole common
share purchase warrant, a “Warrant”). Each Warrant will entitle the holder to acquire one common share
of the Company at a price of $0.33 at any time prior to February 28, 2023.
The net proceeds raised from the sale of the Units under the Second Tranche will be used by the Company
for development and permitting activities a t its Canadian gold projects, as well as for general working
capital purposes.
The Unit Shares are subject to a statutory hold period of four months and one day from closing, expiring
on June 29, 2020.
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. The securities have not been and will not be registered under the United States 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 (as such term is defined in Regulation S under the U.S. Securities
Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption
from such registration is available.
About First Mining Gold Corp.
First Mining Gold Corp. is an emerging development company with a diversified portfolio of gold projects
in North America. Having assembled a large resource base of 7.4 million ounces of gold in the Measured
and Indicated categories and 3.8 million ounces of gold in the Inferred category in mining friendly
jurisdictions of eastern Canada, First Mining is now focused on advancing its material assets towards a
construction decision and, ultimately, to production. The Company currently ho lds a portfolio of 24
mineral assets in Canada, Mexico and the United States.
ON BEHALF OF FIRST MINING GOLD CORP.
Daniel W. Wilton
Chief Executive Officer and Director
TSX: FF
OTCQX: FFMGF
FRANKFURT: FMG
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For further information, please contact:
Mal Karwowska | Vice President, Corporate Development & Investor Relations
Direct: 604.639.8824 | Toll Free: 1.844.306.8827 | Email: [email protected]
www.firstmininggold.com
Cautionary Note Regarding Forward-Looking Statements
This news release includes certain "forward -looking information” and "forward -looking statements” (collectively
"forward-looking statements”) within the meaning of applicable Canadian and United States securities legislation
including the United States Pri vate Securities Litigation Reform Act of 1995. These forward- looking statements are
made as of the date of this news release. Forward -looking statements are frequently, but not always, identified by
words such as "expects”, "anticipates”, "believes”, “plans”, “projects”, "intends”, "estimates”, “envisages”,
"potential”, "possible”, “strategy”, “goals”, “objectives”, or variations thereof or stating that certain actions, events
or results "may", "could", "would", "might" or "will" be taken, occur or be achi eved, or the negative of any of these
terms and similar expressions.
Forward-looking statements in this news release relate to future events or future performance and reflect current
estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements
with respect to: (i) the Company closing a final tranche of the Offering on March 6, 2020; (ii) the use of the net
proceeds from the sale of the Unit Shares for development and permitting activities at the Company’s Canadian gold
projects, and for general working capital purposes ; (ii i) the Company’s focus on advancing its as sets towards
production; and (iv) realizing the value of the Company’s gold projects for the Company’s shareholders. All forward-
looking statements are based on First Mining's or its consultants' current beliefs as well as various assumptions made
by them and information currently available to them. There can be no assurance that such statements will prove to
be accurate, and actual resul ts and future events could differ materially from those anticipated in such statements.
Forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made and
are based upon a number of assumptions and estimates that, while considered reasonable by the respective parties,
are inherently subject to significant business, economic, competitive, political and social uncertainties and
contingencies. Many factors, both known and unknown, could cause actual results, performance or achievements to
be materially different from the results, performance or achievements that are or may be expressed or implied by
such forward-looking statements and the parties have made assumptions and estimates based on or related to many
of these factors. Such factors include, without limitation: failure to obtain regulatory approval; demand for the Units
and FT Units; fluctuations in the spot and forward price of gold, silver, base metals or certain other commodities;
fluctuations in the cur rency markets (such as the Canadian dollar versus the U.S. dollar); changes in national and
local government, legislation, taxation, controls, regulations and political or economic developments; risks and
hazards associated with the business of mineral exploration, development and mining (including environmental
hazards, industrial accidents, unusual or unexpected formations, pressures, cave- ins and flooding); the presence of
laws and regulations that may impose restrictions on mining; employee relations; r elationships with and claims by
local communities, indigenous populations and other stakeholders; availability and increasing costs associated with
mining inputs and labour; the speculative nature of mineral exploration and development; title to properties .; and
the additional risks described in the Company’s Annual Information Form for the year ended December 31, 2018 filed
with the Canadian securities regulatory authorities under the Company’s SEDAR profile at www.sedar.com, and in
the Company’s Annual Report on Form 40-F filed with the SEC on EDGAR.
First Mining cautions that the foregoing list of factors that may affect future results is not exhaustive. When relying
on our forward -looking statements to make decisions with respect to First Mining, investo rs and others should
carefully consider the foregoing factors and other uncertainties and potential events. First Mining does not undertake
to update any forward- looking statement, whether written or oral, that may be made from time to time by the
Company or on our behalf, except as required by law.
TSX: FF
OTCQX: FFMGF
FRANKFURT: FMG
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Cautionary Note to United States Investors
This news release has been prepared in accordance with the requirements of the securities laws in effect in Canada,
which differ from the requirements of U.S. securities laws. Unless otherwise indicated, all resource and reserve
estimates included in this news release have been prepared in accordance with NI 43-101 and the Canadian Institute
of Mining, Metallurgy, and Petroleum 2014 Definition Standards on Miner al Resources and Mineral Reserves. NI 43-
101 is a rule developed by the Canadian Securities Administrators which establishes standards for all public disclosure
an issuer makes of scientific and technical information concerning mineral projects. Canadian s tandards, including
NI 43- 101, differ significantly from the requirements of the SEC, and mineral resource and reserve information
contained herein may not be comparable to similar information disclosed by U.S. companies. In particular, and
without limiting the generality of the foregoing, the term "resource” does not equate to the term "reserves”. Under
U.S. standards, mineralization may not be classified as a "reserve” unless the determination has been made that the
mineralization could be economically and legally produced or extracted at the time the reserve determination is
made. The SEC's disclosure standards normally do not permit the inclusion of information concerning "measured
mineral resources”, "indicated mineral resources” or "inferred mineral resources” or other descriptions of the amount
of mineralization in mineral deposits that do not constitute "reserves” by U.S. standards in documents filed with the
SEC. Investors are cautioned not to assume that any part or all of mineral deposits in these categories will ever be
converted into reserves. U.S. investors should also understand that "inferred mineral resources” have a great amount
of uncertainty as to their existence and great uncertainty as to their economic and legal feasibility. It cannot be
assumed that all or any part of an "inferred mineral resource” will ever be upgraded to a higher category. Under
Canadian rules, estimated "inferred mineral resources” may not form the basis of feasibility or pre-feasibility studies
except in rare cases. Investors are cautioned not to assume that all or any part of an "inferred mineral resource”
exists or is economically or legally mineable. Disclosure of "contained ounces” in a resource is permitted disclosure
under Canadian regulations; however, the SEC normally only permits issuers to report mineralization that does not
constitute "reserves” by SEC standards as in- place tonnage and grade without reference to unit measures. The
requirements of NI 43 -101 for identification of "reserves” are also not the same as those of the SEC, and reserves
reported by the Company in compliance with NI 43 -101 may not qualify as "reserves” under SEC standards.
Accordingly, information concerning mineral deposits set forth herein may not be comparable with information made
public by companies that report in accordance with U.S. standards.