Freegold Announces $5 Million Brokered Private Placement Financing
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FREEGOLD ANNOUNCES $5 MILLION BROKERED PRIVATE PLACEMENT
FINANCING
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, BC – May 7 , 2020 – Freegold Ventures Limited (TSX: FVL) (“ Freegold” or the
"Company"), a growth -focused gold exploration and development company, announces that it
intends to raise up to C$ 5 million via a best efforts brokered private placement (the “Private
Placement”) .
Paradigm Capital Inc. will act as sole agent (the “Agent”) on the Private Placement of Units (the
“Units”) of the Company and subscription receipts (the “Subscription Receipts”). Each Unit and
each Subscription Receipt will be issued at a price of C$0.17 per Unit for combined gross proceeds
of up to C$5 million. Each Unit will consist of one common share ( each a “Common Share”) and
one-half of one common share purchase warrant (each whole warrant a “Warrant”). Each whole
Warrant will entitle the holder thereof to purchase one Common Share at a price of $0.2 8, for a
period of 2 years following the Closing Date . Each Subscription Receipt will entitle the holder
thereof to receive, without payment of any additional consideration, one Unit.
Mr. Eric Sprott has agreed to invest $2 million in the Private Placement. Mr. Sprott will purchase
that number of Units which will increase his fully diluted ownership interest in Freegold to 19.9%
following the issuance of the Units. The balance of Mr. Sprott’s investment will be completed
with the purchase of Subscription Receipts, which if converted, will increase his interest in the
Company to approximately 22%, assuming the Private Placement is fully subscribed. The
conversion of these Subscription Receipts will be conditional upon the approval of existing
shareholders.
The Private Placement is subject to regulatory approval and all securities issued pursuant to the
Private Placement will have a hold period of four months and one day.
The Company intends to use the net proceeds from the Private Placement to fund ongoing
exploration, to update the Company’s technical studies, and for general corporate purposes.
The securities have not been, and will not be, registered under the Unites States Securities Act
of 1933, as amended (the “U.S. Securities Act”), or any U.S. state security laws, and may not be
offered or sold in the Unites States without registration under the U.S. Se curities Act and all
applicable state securities laws or compliance with requirements of an applicable exemption
therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to
buy securities in the Unites States, nor shall there be any sale of these securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful.
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About Freegold Ventures Limited
Freegold is a TSX listed company focused on exploration in Alaska and holds through leases the
Golden Summit Gold Project, near Fairbanks as well the Shorty Creek Copper – Gold Project near
Livengood.
For further information, please visit www.freegoldventures.com or contact:
Kristina Walcott, President, Chief Executive Officer & Director
Telephone: (604) 662-7307
Email: [email protected]
Cautionary Statement
Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined
in the policies of the Toronto Stock Exchange) accepts responsibility for the adequacy or accuracy
of this news release.
This News Release includes certain "forward -looking statements" which ar e 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 Company’s objectives, goals
or future plans, statements, completion of the Private Placement, 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 Private Placement 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 obtaini ng or failures to obtain
required governmental, environmental or other project approvals, political risks, uncertainties
relating to the availability and costs of financing needed in the future, changes in equity markets,
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inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development
of projects, capital, operating and reclamation 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.