Freegold Ventures Announces Equity Financing
For Immediate Release
www.freegoldventures.com
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NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES
FREEGOLD VENTURES ANNOUNCES EQUITY FINANCING
April 25, 2017 (Vancouver, BC) – Freegold Ventures Limited ("Freegold" or the "Cor poration")
(TSX:FVL) is pleased to announce that it has filed a preliminary short form prospectus in
connection with a proposed marketed offering of units (the “Units”) of the Corporation for minimum
gross proceeds of $3,000,000 and maximum gross proc eeds of $5,000,000 (the “Offering”). The
Offering will be conducted on a best efforts basis through Paradigm Capital Inc. (the “Agent”),
acting as agent. Units representing up to $1,000,00 0 in gross proceeds of the Offering may be
issued directly through the Corporation or through one or more qualified placement agents to one
or more investors resident outside of Canada and th e United States (the “Concurrent Offering”).
Any Units issued pursuant to the Concurrent Offerin g form part of the Offering, and gross
proceeds received from the Concurrent Offering form part of the proceeds received from the
Offering.
The Offering will be priced in the context of the m arket with the specifics of the Offering to be
determined at the time of pricing. Each Unit consis ts of one common share in the capital of
Freegold and a number of common share purchase warrants that will be determined in the context
of the market, with each whole common share purchas e warrant entitling the holder thereof to
purchase one common share of the Corporation within 36 months from the closing date of the
Offering.
The Corporation has also agreed to grant the Agent an option to cover over-allotments and for
market stabilization purposes (the “Over Allotment Option”), which will allow the Agent to arrange
for purchasers to acquire up to an additional 15% o f the number of Units initially sold under the
Offering. The Over Allotment Option will be exercisable, in whole or in part, at any time up to 30
days after the closing of the Offering.
The Corporation intends to use the net proceeds of the Offering for exploration at the Shorty Creek
Project, baseline environmental studies at the Corp oration’s Golden Summit Project and for
general working capital purposes. If the maximum am ount is raised, the Corporation will also
expand the currently planned oxide expansion drilling at its Golden Summit Project.
The Offering is being made pursuant to a short form prospectus filed in each of the
provinces of Alberta, British Columbia and Ontario. A copy of the preliminary short form
prospectus, which contains important information re lating to the Units, is available on
SEDAR at www.sedar.com or from the Agent by contacting the Agent at
[email protected]. There will not be any sale or any acceptance of an offer to buy the
Units until a receipt for the final prospectus has been issued.
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The Offering is expected to close on or about May 2 5, 2017, or on such later date as the
Corporation and the Agent may agree upon, and is su bject to certain customary conditions and
regulatory approvals, including the approval of the TSX and the entering into by the Corporation
and the Agent of an agency agreement.
This press release does not constitute an offer of securities for sale in the United States or to “U.S.
persons” (“U.S. persons”), as such term is defined in Regulation S promulgated under the United
States Securities Act of 1933, as amended (the “U.S. Securities Act”). The securities being offered
have not been, nor will be, registered under the U. S. Securities Act or any state securities laws,
and may not be offered or sold in the United States or to U.S. persons absent registration or an
applicable exemption from such registration requirements.
About Freegold Ventures Limited
Freegold is a TSX listed company focused on explora tion in Alaska and holds the Golden Summit Gold
Project, near Fairbanks as well as a 100% lease int erest on the Shorty Creek Copper – Gold –
Molybdenum Project near Livengood.
For further information:
Kristina Walcott-President and CEO
Telephone: 1.604.662.7307
This news release contains “forward-looking informa tion” which may include, but is not limited to,
statements with respect to the Offering, including its expected timing of completion, the receipt of r equired
regulatory approvals and the use of net proceeds th erefrom. Often, but not always, forward-looking
information can be identified by the use of words s uch as “plans”, “expects”, “is expected”, “budget”,
“scheduled”, “estimates”, “forecasts”, “intends”, “ anticipates”, or “believes”, or variations (includi ng
negative variations of such words and phrases), or state that certain actions, events or results “may” ,
“could”, “would”, “might”, or “will be taken”, “occ ur” or “be achieved”. In making the forward-looking
statements in this news release, the Corporation ha s applied certain factors and assumptions that it
believes are reasonable, including statements relat ed to the closing of the Offering and the Corporati on’s
use of proceeds of the Offering, that there is no m aterial deterioration in general business and econo mic
conditions; that there are no adverse changes in re levant laws or regulations; that the supply and dem and
for, deliveries of, and the level and volatility of prices of metals and minerals develop as expected; that the
Corporation receives any regulatory and governmenta l approvals for its projects on a timely basis; tha t the
Corporation is able to obtain financing on reasonab le terms; that the Corporation is able to procure
equipment and supplies in sufficient quantities and on a timely basis; that engineering and exploratio n
timetables and capital costs for the Corporation’s exploration plans are not incorrectly estimated or
affected by unforeseen circumstances and that any e nvironmental and other proceedings or disputes are
satisfactorily resolved.
However, forward-looking statements involve known a nd unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievements of the Corporation and/or its
subsidiaries to be materially different from any fu ture results, performance or achievements expressed or
implied by the forward-looking statements. Such fac tors include, among others, risks relating to the
Corporation not obtaining approval of the TSX in re spect of the Offering, the Corporation not completi ng
the Offering, the inherent risks involved in the ex ploration and development of mineral properties, th e
uncertainties involved in interpreting drilling res ults and other geological data, fluctuating metal p rices, the
possibility of unanticipated costs and expenses, un certainties relating to the availability and costs of
financing needed in the future and uncertainties re lated to metal recoveries, those factors discussed or
referred to under “Risk Factors” in the Corporation ’s annual information form for the year ended
December 31, 2016 dated March 31, 2017. Although th e Corporation has attempted to identify important
factors that could cause actual actions, events or results to differ materially from those described i n
forward-looking statements, there may be other fact ors that cause actions, events or results to differ from
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those anticipated, estimated or intended. Forward-l ooking statements contained or incorporated by
reference herein are made as of the date of this ne ws release, based on the opinions and estimates of
management at that time. There can be no assurance that forward-looking statements will prove to be
accurate, as actual results and future events could differ materially from those anticipated in such
statements. Accordingly, readers should not place u ndue reliance on forward-looking statements. The
Corporation does not undertake to update any forwar d-looking statements, except as required by
applicable securities laws.