Goliath Upsizes Non-Brokered Private Placement From $15,725,500 To $16,120,500
Goliath Upsizes Non-Brokered Private Placement From $15,725,500 To $16,120,500
Toronto, Ontario – September 26, 2024 – Goliath Resources Limited (TSX -V: GOT) (OTCQB: GOTRF) (FSE:
B4IF) (the “Company” or “Goliath”) is pleased to announce it has increased the previously announced non-
brokered flow through financing from $15,725,500 to $16,120,500.
Offering Details
The non-brokered private placement is a combination of: (i) Charity Flow-Through shares (CFT) to be sold at
a price of $1.975 each with no warrant and the Flow-Through shares (FT) to be sold at a price of $1.44 each
with no warrant. These shares will qualify as a flow-through share within the meaning of Subsection 66(15)
of the Income Tax Act (Canada). The first tranche closed on September 13, 2024 that consisted of 3,018,000
CFT shares for proceeds of $5,960,550 and 2,501,221 FT shares for proceeds of $3,601,758 for aggregate
proceeds of $9,562,308. The final tranche is scheduled to close on October 2, 2024.
The Company intends to use the proceeds for exploration related programs on its properties located in and
around the Golden Triangle of northwestern British Columbia.
The proceeds from the CFT and FT offering will be used for Canadian exploration expenses as such term is
defined in paragraph (f) of the definition of Canadian exploration expense in Subsection 66.1(6) of the tax
act, flow-through mining expenditures as defined in Subsection 127(9) of the tax act that will qualify as flow-
through mining expenditures, and B.C. flow-through mining expenditures as defined in Subsection 4.721(1)
of the Income Tax Act (British Columbia), which will be incurred on or before Dec. 31, 2025, and renounced
with an effective date no later than Dec. 31, 2024. British Columbia Super Flow - the B.C. mining flow-through
share (B.C. MFTS) tax credit allows BC Residents who invest in flow-through shares to claim a provincial non-
refundable tax credit of 20% of their B.C. flow -through mining expenditures. B.C. flow -through mining
expenditures are specific exploration expenses incurred by a PBC and renounced by a corporation issuing the
flow-through shares.
Goliath may pay finders' fees on certain orders composed of 6% cash and 6% finder warrants (12 months at
$1.26 or $1.44). I n connection with the first tranche, there was 6% cash paid totaling $184,663.09 and 6%
finder warrants issued for a 12 month period totaling 103,093 (67,680 finder warrants priced at $1.2 6 and
35,413 finder warrants priced at $1.44), subject to compliance with the policies of the TSX Venture Exchange.
All securities issued and sold under the offering will be subject to a hold period expiring four months and one
day from their date of issuance. Completion of the offering and the payment of any finders' fees remain
subject to the receipt of all necessary regulatory approvals, including the approval of the TSX Venture
Exchange.
About Goliath Resources Limited
Goliath Resources Limited is an explorer of precious metals projects in the prolific Golden Triangle of
northwestern British Columbia. All of its projects have excellent infrastructure near by and located in a world
class geological setting as well as geopolitical safe jurisdiction amenable to mining in Canada. Goliath is a
member and active supporter of CASERM which is an organization representing a collaborative venture
between Colorado School of Mines and Virginia Tech. Goliath’s key strategic cornerstone shareholders include
Crescat Capital, Mr. Rob McEwen, Mr. Eric Sprott, Mr. Larry Childress (post close of current placement), and a
Global Commodity Group based in Singapore.
For more information please contact:
Goliath Resources Limited
Mr. Roger Rosmus
Founder and CEO
Tel: +1.416.488.2887
www.goliathresourcesltd.com
Other
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies
of the TSX Venture Exchange), nor the OTCQB Venture Market accepts responsibility for the adequacy or
accuracy of this release.
Certain statements contained in this press release constitute forward-looking information. These statements
relate to future events or future performance. The use of any of the words "could", "intend", "expect",
"believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are
not historical facts are intended to identify forward -looking information and are based on Goliath’s current
belief or assumptions as to the outcome and timing of such future events. Actua l future results may differ
materially. In particular, this release contains forward -looking information relating to, among other things,
the ability of the Company to complete financings and its ability to build value for its shareholders as it
develops its mining properties. Various assumptions or factors are typically applied in drawing conclusions or
making the forecasts or projections set out in forward -looking information. Those assumptions and factors
are based on information currently available to G oliath. Although such statements are based on
management's reasonable assumptions, there can be no assurance that the proposed transactions will occur,
or that if the proposed transactions do occur, will be completed on the terms described above.
The forward-looking information contained in this release is made as of the date hereof and Goliath is not
obligated to update or revise any forward-looking information, whether as a result of new information, future
events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and
assumptions contained herein, investors should not place undue reliance on forward -looking information.
The foregoing statements expressly qualify any forward-looking information contained herein.
This announcement does not constitute an offer, invitation, or recommendation to subscribe for or purchase
any securities and neither this announcement nor anything contained in it shall form the basis of any contract
or commitment. In particular, this announcement does not constitute an offer to sell, or a solicitation of an
offer to buy, securities in the United States, or in any other jurisdiction in which such an offer would be illegal.
The securities referred to herein 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 or to or for the account or benefit of a U.S. person (as defined in Regu lation S
under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities
laws or an exemption from such registration is available.