Liberty Gold Announces Closing of Royalty Transactions and US$5.7 Million Private Placement and Welcomes Wheaton Precious Metals as a Strategic Shareholder
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News Release 23-21 September 18, 2023
Liberty Gold Announces Closing of Royalty Transactions and
US$5.7 Million Private Placement and Welcomes Wheaton
Precious Metals as a Strategic Shareholder
VANCOUVER, B.C. – Liberty Gold Corp. (TSX:LGD; OTCQX:LGDTF) ( “Liberty Gold ” or the
“Company”) is pleased to announce the successful completion of the previously announced (see
press release dated September 11, 2023) purchase and resale of a 0.5% Net Smelter Royalty
(“NSR”) on the Company’s Black Pine Oxide Gold Proje ct (“Black Pine”) in southeastern Idaho
transactions (the “Royalty Transactions”) as well as the closing of the non -brokered private
placement raising proceeds of US$5.7 million (the “Offering”).
ROYALTY TRANSACTIONS
The Company has acquired the existing 0 .5% NSR from a private company on certain claims at
Black Pine by delivering US$3.5 million in cash consideration and 200,000 common shares of the
Company. Concurrently, the Company has granted an affiliate of Wheaton Precious Metals Corp.
(“Wheaton”) a new 0.5% NSR (the “Royalty”) covering all claims comprising Black Pine for which
the Company has received cash consideration of US$3.6 million. The Company has been granted
an option to repurchase 50% of the Royalty for US$3.6 million at any point in time up to the earlier
of commercial production at Black Pine or January 1, 2030. An affiliate of Wheaton has also been
granted a Right of First Refusal on any royalties, streams or pre-pays that include precious metals
pertaining to Black Pine.
PRIVATE PLACEMENT FINANCING
Under the Offering, the Company sold 22.9 million shares at C$0.34 per share for proceeds to the
Company of US$ 5.7 million. Wheaton subscribed to US$5 million of the O ffering and existing
shareholders, management and directors of the Company subscribed to US $0.7 million of the
Offering.
The Company intends to use the proceeds of the Offering for exploration, development, economic
studies and permitting programs for the Company's projects in the Great Basin and for general
working capital.
Certain directors, management and insiders of the Company (collectively, the “Interested Persons”)
purchased or acquired direction and control over an aggregate of 558,820 common shares under
the Offering. The Interested Persons are each considered a “related party” of Liberty Gold and the
sale of common shares under the Offering to the Interested Persons constitutes a “related party
transaction” within the meaning of MI 61- 101 – Protection of Minority Security Holders in Special
Transactions.
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51404631.2
The securities offered 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 U.S. state securities laws, and may not
be offered or sold in the United States or to, or for the account or benefit of, United States persons
absent registration or any applicable exemption from the registration requirements of the U.S.
Securities Act and applicable U.S. state securities laws. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy securities in the United States, nor will there be
any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be
unlawful.
ABOUT LIBERTY GOLD
Liberty Gold is focused on exploring for and developing open pit oxide deposits in the Great Basin
of the United States, home to large -scale gold projects that are ideal for open -pit mining. This
region is one of the most prolific gold-producing regions in the world and stretches across Nevada
and into Idaho and Utah. We know the Great Basin and are driven to discover and advance big
gold deposits that can be mined profitably in open-pit scenarios.
For more information, visit libertygold.ca or contact:
Susie Bell, Manager, Investor Relations
Phone: 604-632-4677 or Toll Free 1-877-632-4677
All statements in this press release, other than statements of historical fact, are "forward -looking information" with respect to
Liberty Gold within the meaning of applicable securities laws, including statements that address potential quantity and/or grade
of minerals. Forward-looking information is often, but not always, identified by the use of words such as "seek ", "anticipate",
"plan", "continue", "planned", "expect", "project", "predict", "potential", "targeting", "intends", "believe", "potential", a nd similar
expressions, or describes a "goal", or variation of such words and phrases or state that certain actions, events or results "may",
"should", "could", "would", "might" or "will" be taken, occur or be achieved. Forward -looking information is not a guarantee of
future performance and is based upon a number of estimates and assumptions of management at the date the statements are
made including, among others, assumptions about future prices of gold, and other metal prices, currency exchange rates and
interest rates, favourable operating conditions, political stability, obtaining governmental approvals and financ ing on time,
obtaining renewals for existing licenses and permits and obtaining required licenses and permits, labour stability, stability in
market conditions, the timing and success of future plans and objectives in the areas of sustainable development, health, safety,
environment, community development ; successful resolution of disputes and anticipated costs and expenditures. Many
assumptions are based on factors and events that are not within the control of Liberty Gold and there is no assurance they will
prove to be correct.
Such forward-looking information, involves known and unknown risks, which may cause the actual results to be materially
different from any future results expressed or implied by such forward -looking information, including, risks rel ated to the
interpretation of results and/or the reliance on technical information provided by third parties as related to the Company’s
mineral property interests; changes in project parameters as plans continue to be refined; current economic conditions; future
prices of commodities; possible variations in grade or recovery rates; the costs and timing of the development of new deposits;
failure of equipment or processes to operate as anticipated; the failure of contracted parties to perform; the timing and success
of exploration activities generally; delays in permitting; possible claims against the Company; labour disputes and other risks
of the mining industry; delays in obtaining governmental approvals, the completion of exploration as well as those fa ctors
discussed in the Annual Information Form of the Company dated March 28, 2023 in the section entitled "Risk Factors", under
Liberty Gold’s SEDAR profile at www.sedar.com.
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Although Liberty Gold has attempted to iden tify important factors that could cause actual actions, events or results to differ
materially from those described in forward-looking information, there may be other factors that cause actions, events or results
not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate as
actual results and future events could differ materially from those anticipated in such statements. Liberty Gold disclaims an y
intention or obligation to update or revise any forward -looking information, whether as a result of new information, future
events or otherwise.