Gold’N Futures Closes C$2.2 Million IN First Tranche of Private Placement Led BY Canaccord Genuity Corp.
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789 West Pender St., Suite 810
Vancouver, BC V6C 1H2
Tel: 604-687-2038
www.goldnfuturesmineralcorp.com
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NEWS RELEASE CSE: FUTR
OTC: GFTRF
August 25, 2021 FSE: G6M
GOLD’N FUTURES CLOSES C$2.2 MILLION IN FIRST TRANCHE OF PRIVATE
PLACEMENT LED BY CANACCORD GENUITY CORP.
VANCOUVER, BC -- (Newsfile – August 25, 2021) GOLD’ N FUTURES MINERAL CORP. (CSE: FUTR) (FSE:
G6M), (OTC: GFTRF) (the " Company ” or “ Gold’n Futures ”) is pleased to announce that it has closed the
first tranche of its previously announced brokered private placement of units (“ Units ”) and flow-through
units (“ FT Units ”) of the Company at a price of C$0.085 per Unit an d of C$0.095 per FT Unit for
aggregate gross proceeds of C$2,201,309.00 (the " First Tranche ").
Each Unit is comprised of one common share of the C ompany (a " Common Share ") and one Common
Share purchase warrant (" Warrant "). Each FT Unit is comprised of one common share of the Company
(a " FT Common Share ") and one Warrant each of which will qualify as a "flow-through share" (within
the meaning of subsection 66(15) of the Income Tax Act (Canada)(the “ Tax Act ”). Each Warrant is
exercisable to acquire one Common Share (a " Warrant Share ") at a price of C$0.12 per Warrant Share
for a period of 24 months from the closing of the F irst Tranche, subject to adjustment in certain
circumstances. Any Warrant Shares issued upon the exercise of Warr ants will be issued on a non flow-
through basis.
Stephen Wilkinson, CEO of Gold’n Futures, commented : “This Private Placement is notable as it is being
completed during a very difficult summer market tha t is further complicated with the continuing Covid
pandemic. The fact that we are advancing is a cred it to the team at Canaccord and to the quality and
remarkable potential our Gold’n Futures Hercules go ld project. We are lining up our consultants,
contractors and field team, and will be commencing work on the property within the next 3 weeks. In
addition, we have made the permit application for o ur diamond drilling and are expecting the permit by
mid-October.”
In connection with the closing of the First Tranche , the Company paid a cash commission to Canaccord
Genuity Corp. (the “ Agent ”) equal to 7.0% of the aggregate gross proceeds un der the First Tranche, and
issued an aggregate of 1,742,545 non-transferable b roker warrants (" Broker Warrants ") to the Agent,
with each such Broker Warrant entitling the Agent t o acquire one Common Share of the Company at an
exercise price of C$0.095 for a period of 24 months from the date of issuance, subject to adjustment i n
certain circumstances.
The Company intends to use the net proceeds from th e sale of FT Units to incur “Canadian exploration
expenses” that are “flow-through mining expenditures” (as such terms are defined in the Tax Act) on the
Company’s Hercules gold property in Ontario and the Brady gold property in Newfoundland. The net
proceeds from the sale of the Units will be used for general corporate purposes.
The securities issued under the First Tranche are s ubject to a four month and one day hold period
pursuant to applicable Canadian securities laws.
Certain officers of the Company acquired a total of 630,000 FT Units in connection with the closing of
the First Tranche. Accordingly, the First Tranche i s a "related party transaction" under Multilateral
Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (" MI 61- 101 "). The
Company relied on the exemptions from the formal va luation and minority shareholder approval
requirements of MI 61-101 contained in Sections 5.5 (a) and 5.7(1)(a) of MI 61-101 in respect of relate d
party participation in the First Tranche as neither the fair market value (as determined under MI 61-101)
of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it
involves the related parties, exceeded 25% of the C ompany's market capitalization (as determined
under MI 61-101). The Company will file a material change report in respect of the First Tranche.
However, it will be filed less than 21 days in adva nce of this closing, which is consistent with marke t
practice and the Company deems reasonable in the ci rcumstances given that no conditions to closing
remain unsatisfied that would have required the closing to have been delayed for such period.
The securities described herein have not been, and will not be, registered under the United States
Securities Act of 1933, as amended (the "U.S. Secur ities Act"), or any state securities laws, and
accordingly, may not be offered or sold within the United States except in compliance with the
registration requirements of the U.S. Securities Ac t and applicable state securities requirements or
pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation
to buy any securities in any jurisdiction.
About Gold’n Futures Mineral Corp.
Gold’n Futures Mineral Corp. (CSE: FUTR) (FSE: G6M) (OTC: GFTRF) is a Canadian based exploration
company focused on advancing its Hercules gold project. The Hercules project is located 200 kilometres
northeast of Thunder Bay, Ont., in the townships of Elmhirst and Rickaby, within the Thunder Bay North
Mining District. The project is in the heart of th e Beardmore – Geraldton gold mining camp, the 4 th
largest gold camp in Canada and is 40 km west of th e Hardrock-Greenstone gold mine development.
The property lies within an Archean greenstone belt that extends from the Longlac area in the east to
Lake Nipigon in the west, a distance of about 130 k ilometres and consists of 475 contiguous claim cell s
(10,052 ha). From the historical work completed on the property, the Company has built an extensive
database including reconnaissance grab samples; channel samples; a variety of geophysical surveys; and,
a drill hole database that includes historical drilling totalling in the order of 537 holes. With surface grab
samples grading up to 10,374 g/t gold and channel s amples up to 32.96 g/t gold across 11.6 metres, the
Hercules gold zones offer top tier targets for the expansion of its historical resources.
Qualified Person
The scientific and technical content of this press release has been prepared, reviewed and approved by
Mr. Walter Hanych, P. Geo., who is a Qualified Pers on under NI 43-101 regulations and is a director of
the Company.
For more information, please visit our website at: www.goldnfuturesmineralcorp.com
On behalf of the Board of Directors
For further information
Stephen Wilkinson,
President and CEO,
The Canadian Securities Exchange accepts no responsibility for the adequacy or accuracy of this release.
This news release may contain forward-looking state ments based on assumptions and judgments of managem ent regarding
future events or results and includes references to closing of the First Tranche, use of proceeds and tax treatment of the FT Units.
Such statements are subject to a variety of risks a nd uncertainties which could cause actual events or results to differ materially
from those reflected in the forward-looking stateme nts. There is no assurance the forward looking stat ements will occur or
occur on the terms stated above. The Company discl aims any intention or obligation to revise or updat e such statements,
except as required by applicable securities laws.