GFG Completes First Tranche of Private Placement
GFG Completes First Tranche of Private Placement
NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRES
SASKATOON, Saskatchewan, Dec. 21, 2018 -- GFG Resources Inc. (TSX-V: GFG) (OTCQB: GFGSF) (“GFG” or the
“Company”) announces that it has closed the previously announced (see news releases dated December 7 and 14, 2018) non-
brokered private placement of flow-through common shares of the Company (“FT Shares”) at a price of C$0.29 per FT Share
(the “Tranche A Offering”). Pursuant to the Tranche A Offering, the Company issued a total of 4,950,000 FT Shares for gross
proceeds of C$1,435,500.
Gross proceeds raised under the Tranche A Offering will be used for exploration activities at the Company’s Pen and Dore
Gold Projects in Ontario that will qualify as “Canadian Exploration Expenses” (within the meaning of the Income Tax Act
(Canada)).
The Tranche A Offering is subject to the receipt of final approval of the TSX Venture Exchange. The Tranche A Offering was
made by way of a private placement in Canada and no FT Shares were sold in the United States. All FT Shares issued
pursuant to the Tranche A Offering are subject to a hold period expiring four months and one day from their issuance.
As previously announced, the Company anticipates completing the sale of approximately 2.2 million FT Shares at C$0.25 per
share (previously referred to as Tranche B FT Shares) for gross proceeds of approximately C$560,000 on or about December
27, 2018.
This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any
sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of such jurisdiction. 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 unless an exemption from such registration
is available.
About GFG Resources Inc.
GFG Resources is a North American precious metals exploration company focused on district scale gold projects in tier one
mining jurisdictions, Ontario and Wyoming. In Ontario, the Company owns 100% of the Pen and Dore gold projects, two large
and highly prospective gold properties west of the prolific gold district of Timmins, Ontario, Canada. The Pen and the Dore gold
projects have the same geological setting that hosts most of the gold deposits found in the Timmins Gold Camp which have
produced over 70 million ounces of gold. In Wyoming, the Company has partnered with Newcrest Mining Ltd. through an option
and earn-in agreement to advance the Rattlesnake Hills Gold Project. The geologic setting, alteration and mineralization seen
in the Rattlesnake Hills are similar to other gold deposits of the Rocky Mountain alkaline province which, collectively, have
produced over 50 million ounces of gold.
Neither 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 release.
CAUTION REGARDING FORWARD-LOOKING INFORMATION
All statements, other than statements of historical fact, contained in this news release constitute “forward-looking information”
within the meaning of applicable Canadian securities laws and “forward-looking statements” within the meaning of the United
States Private Securities Litigation Reform Act of 1995 (referred to herein as “forward-looking statements”). Forward-looking
statements include, but are not limited to, the future price of gold, success of exploration activities and metallurgical test work,
permitting time lines, currency exchange rate fluctuations, requirements for additional capital, government regulation of
exploration work, environmental risks, unanticipated reclamation expenses, title disputes or claims and limitations on
insurance coverage. Generally, these forward-looking statements can be identified by the use of forward-looking terminology
such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”,
“anticipates” or “does not anticipate” or “believes”, or the negative connotation thereof or variations of such words and phrases
or state that certain actions, events or results, “may”, “could”, “would”, “will”, “might” or “will be taken”, “occur” or “be achieved”
or the negative connotation thereof.
All forward-looking statements are based on various assumptions, including, without limitation, the expectations and beliefs of
management, the assumed long-term price of gold, that the Company will receive required permits and access to surface
rights, that the Company can access financing, appropriate equipment and sufficient labour, and that the political environment
within Canada and the United States will continue to support the development of mining projects in Canada and the United
States. In addition, the similarity or proximity of other gold deposits to the Rattlesnake Hill Gold Project, the Pen Gold Project
and the Dore Gold Project is not necessary indicative of the geological setting, alteration and mineralization of the Rattlesnake
Hills Gold Project, the Pen Gold Project and the Dore Gold Project.
Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the
actual results, level of activity, performance or achievements of GFG to be materially different from those expressed or implied
by such forward-looking statements, including but not limited to: actual results of current exploration activities; environmental
risks; future prices of gold; operating risks; accidents, labour issues and other risks of the mining industry; delays in obtaining
government approvals or financing; and other risks and uncertainties. These risks and uncertainties are not, and should not be
construed as being, exhaustive.
Although GFG has attempted to identify important factors that could cause actual results to differ materially from those
contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could
differ materially from those anticipated in such statements. In addition, forward-looking statements are provided solely for the
purpose of providing information about management’s current expectations and plans and allowing investors and others to get
a better understanding of our operating environment. Accordingly, readers should not place undue reliance on forward-looking
statements.
Forward-looking statements in this news release are made as of the date hereof and GFG assumes no obligation to update
any forward-looking statements, except as required by applicable laws.
For further information, please contact:
GFG Resources Inc.
Marc Lepage, Vice President, Business Development
Phone: (306) 931-0930
Email: [email protected]
Website: www.gfgresources.com