Kanadario Gold Announces Closing of $36.9 Million Brokered Private Placement, Escrow Closing of Concurrent Private Placement of $5.7 Million and Change of Directors and Management
Suite 1680 – 200 Burrard Street
Vancouver, BC, V6C 3L6
Kanadario Gold Announces Closing of $36.9 Million Brokered Private
Placement, Escrow Closing of Concurrent Private Placement of $5.7 Million and
Change of Directors and Management
Vancouver, B.C., November 25, 2020 – Kanadario Gold Inc. (“ Kanadario” or the “ Company”)
(TSXV: KANA) is pleased to announce that, furt her to its news releas es dated October 23 and
November 23, 2020, it has closed its brokered private placement (the “Brokered Offering”) through
a syndicate of underwriters led by Sprott Capital Partners LP and including BMO Capital Markets
(the “ Underwriters”). In connection with the closing of the Brokered Offering, including the
exercise in full by the Underwriters of the U nderwriters’ option, the Company issued 73,860,000
units (“Units”), each comprised of one common share of the Company (a “ Common Share”) and
one half of one Common Share purchase warrant of the Comp any (each whole Warrant, a
“Warrant”), at a price of $0.50 per Unit for gross proceeds of $36,930,000. Each Warrant will entitle
the holder to acquire one additional Common Share at a price of $0.80 for a period of 18 months
following the closing of the Brokered Offering; provided that if the volume weighted average closing
price of the Common Shares on the TSX Venture Exchange (“TSXV”) or such other stock exchange
on which the Common Shares are trading (the “ Exchange”) is equal to or gr eater than $1.60 for a
period of 10 consecutive trading days, the Company may at its option elect to accelerate the expiry
of the Warrants by providing no tice to holders of Warrants within 10 calendar days following the
end of such 10 consecutive tradin g day period, in which case the Warrants will expire on the date
specified in such notice, which will be not less than 30 calendar days following delivery of such
notice. In connection with the Brokered Offering, th e Company paid to the U nderwriters a cash fee
equal to 5.75% of the gross proceeds of the Brokered Offering.
In addition, the Company has clos ed in escrow its previously an nounced concurrent non-brokered
private placement (the “ Non-Brokered Offering ”) under which Life of Mine Investments Inc.
(“LOMI”) and related persons will subscribe for 11,340,000 Units for gross proceeds of $5,670,000,
which will be issued on the same terms and cond itions as those issued pursuant to the Brokered
Offering. The Non-Brokered Offering remains s ubject to final TSXV approval and Shareholder
Approval (as defined below). The Company is seek ing the approval of the Non-Brokered Offering
by the minority sh areholders of the Company (the “ Shareholder Approval”) voting at its annual
and special general meeting of shareholders (the “ AGSM”) as required pursuant to Multilateral
Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, scheduled to
take place on December 15, 2020. Subject to obt aining these approvals and complying with
applicable closing conditions, the Non-Brokered Offering is expected to close as soon as practicable
following the Shareholder Approval.
The Common Shares and Warrants comprising part of the Units and the Common Shares issuable on
the exercise of the Warrants are subject to a statutory four month hold period in accordance with
applicable securities laws.
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The Company intends to use the proceeds from the Brokered Offering and the Non-Brokered
Offering for general corporate and working capital purposes towards acquiring at least one advanced-
stage gold asset within the first year, in a tier-one jurisdiction focused in the Americas, though there
is no assurance that current evaluations will result in an acquisition.
Concurrent with the closing of the Brokered Offering, the Compa ny has effected the previously
announced change of management (the “ Change of Management ”). Effective today, upon the
resignation of Dominic Verdejo, Lo uis-Pierre Gignac has been appoi nted as the new President and
Chief Executive Officer of the Company. In addition, the current members of the board of directors
of the Company have resigned and have been replaced by Louis Gignac Sr., who will act as
Chairman, as well as David Fennell, Elif Leve sque and Norman MacDonald. Joseph Meagher will
continue to act as the Chief Financial Officer and Corporate Secretary of the Company for an interim
period. For more information on the Change of Management, please see the Company’s press release
dated October 23, 2020.
The new President and Chief Executive Officer, L ouis-Pierre Gignac, commented: “I am excited
about the successful private placements, enabling the new management of the Company to focus its
efforts on the acquisition of a signi ficant gold asset, where management’s proven expertise in mine
building and optimization can best be leverage d. Kanadario thanks th e outgoing directors and
management for their service and wishes them well in their future projects.”
About Kanadario Gold Inc.
The Company is a mineral expl oration company currently fo cused on the ex ploration and
development of the Cameron Lake Property, located in the west-central part of Quebec.
For further information, please contact:
Louis-Pierre Gignac, President and CEO
Tel: 450-465-1950, 201
Email: [email protected]
THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE
ADEQUACY OR ACCURACY OF THIS RELEASE.
This press release contains "forward-looking statements" within the meaning of applicable securities legislation.
Forward-looking statements relate to information that is based on assumptions of management, forecasts of future
results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs,
plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may
be "forward-looking statements." Forward-looking statements are subject to a variety of risks and uncertainties which
could cause actual events or results to differ from those refl ected in the forward-looking statements, including, without
limitation: risks related to failure to complete the Transaction; risks related to failure to obtain the required shareholder
approvals; risks to related to failure to effectively transition the management team; risks related to the identification and
completion of future project acquisitions; risks related to fa ilure of the Offering being arranged on the proposed terms
or at all; risks related to failure to obtain adequate financing on a timely basis and on acceptable terms; risks related to
the outcome of legal proceedings; political and regulatory risks associated with mining and exploration; risks related to
the maintenance of stock exchange listings; risks related to environmental regulation and liability; the potential for
delays in exploration or development ac tivities or the completion of feasibility studies; the uncertainty of profitability;
risks and uncertainties relating to the interpretation of drill results, the geology, grade and continuity of mineral deposits;
risks related to the inherent uncertainty of production and cost estimates and the potential for unexpected costs and
expenses; results of prefeasibility and feasibility studies, and the possibility that future exploration, development or
mining results will not be consistent with the Company's expectations; risks related to commodity price fluctuations; and
other risks and uncertainties related to the Company's prospects, properties and business detailed elsewhere in the
Company's disclosure record. Should one or more of these risks and uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements.
Investors are cautioned against attributing undue certainty to forward-looking statements. These forward looking
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statements are made as of the date hereof and the Company does not assume any obligation to update or revise them to
reflect new events or circumstances. Actual events or results could differ materially from the Company's expectations or
projections.