Newcore Gold Announces Increase of Previously Announced Bought Deal Financing to $15 million
NEWS RELEASE
Suite 413 - 595 Burrard Street, P.O. 49167 www.newcoregold.com
Vancouver, British Columbia V7X 1J1 [email protected]
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
Newcore Gold Announces Increase of Previously Announced
Bought Deal Financing to $15 million
October 14, 2020 TSX-V: NCAU
Vancouver, BC – Newcore Gold Ltd. ("Newcore" or the "Company") (TSX-V: NCAU) is
pleased to announce that it has amended the terms of its previously announced offering of
common shares of the Company. Under the amended terms of the Offering (as defined below),
Haywood Securities Inc. and Stifel GMP as co-lead underwriters and joint book -runners, on
behalf of a syndicate of underwriters including Cormark Securities Inc., Raymond James Ltd.,
and Sprott Capital Partners LP (collectively, the "Underwriters"), have agreed to purchase, on
a bought deal basis, 18,750,000 common shares of the Company (the "Common Shares") at a
price of $0.80 per Common Share (the "Offering Price") for gross proceeds to the Company of
$15,000,000 (the "Offering").
The Company intends to use the net proceeds of the Offering for exploration and development
at its Enchi Gold Project in southwest Ghana, as well as for working capital and general
corporate purposes.
The Common Shares will be offered by way of a short fo rm prospectus to be filed in British
Columbia, Alberta and Ontario (and such other Provinces as agreed between the Company
and the Underwriters), on a private placement basis to eligible purchasers in the United States,
and internationally as permitted by the Company and the regulatory requirements in those
jurisdictions provided that no prospectus filing or comparable obligation arises and the
Company does not therefore become subject to continuous disclosure obligations in such
jurisdiction.
The Offering is scheduled to close on or about November 5, 2020, subject to customary closing
conditions, including receipt of all necessary approvals including the approval of the TSX
Venture Exchange.
The securities offered in the Offering have not been, and will not be, registered under 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 pe rsons absent registration or any
applicable exemption from the registration requirements of the U.S. Securities Act and
applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the
solicitation of an offer to buy no r shall there be any sale of the securities in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
- 2 -
Qualified Person
Mr. Gregory Smith, P.Geo, Vice President of Exploration of Newcore, is a Qualified Person as
defined by NI 43 -101, and has reviewed and approved the technical data and information
contained in this news release.
About Newcore Gold Corp.
Newcore Gold is advancing its Enchi Gold project located in Ghana, Africa’s largest gold
producer1. The Project currently hosts an Inferred Mineral Resource of 1.2 million ounces of
gold at 0.72 g/t 2. Newcore Gold offers investors a unique combination of top-tier leadership,
who are aligned with shareholders through their 39% ownership, and prime district scale
exploration opportunities. Enchi’s 216 km2 land package covers 40 kilometres of Ghana’s
prolific Bibiani Shear Zone, a gold belt which hosts several 5 million -ounce gold deposits,
including Kinross’ Chirano mine 50 kilometers to the north. Newcore’s vision is to build a
responsive, creative and powerful gold enterprise that maximizes returns for shareholders.
On Behalf of the Board of Directors of Newcore Gold Ltd.
Luke Alexander
President, CEO & Director
For further information, please contact:
Mal Karwowska | Vice President, Corporate Development and Investor Relations
+1 604 484 4399
www.newcoregold.com
1 Source: Production volumes for 2019 as sourced from the World Gold Council
2 Notes for Inferred Mineral Resource Estimate:
1. CIM definition standards were followed for the resource estimate.
2. The 2020 resource models used ordinary kriging (OK) grade estimation within a three-dimensional block model
with mineralized zones defined by wireframed solids and constrained by whittle pits shell.
3. A base cut-off grade of 0.3 g/t Au was used with a capping of gold grades at 18 g/t.
4. A US$1,500/ounce gold price, open pit with heap leach operation was used to determine the cut -off grade of
0.3 g/t Au. Mining costs of US$2.27/mined tonne and G&A and Milling costs of US$9.84/milled tonne. The
Inferred Mineral Resource Estimate is pit constrained.
5. A density of 2.45 g/cm3 was applied. Numbers may not add due to rounding.
6. Mineral Resources that are not mineral reserves do not have economic viability.
7. These numbers are from the independent technical report titled "Enchi Gold Project, Resource Update, Enchi,
Ghana", with an effective date of September 11, 2020, prepared by Todd McCracken, P. Geo. in accordance
with National Instrument 43-101 Standards of Disclosure for Mineral Projects and is available under Newcore’s
SEDAR profile at www.sedar.com.
Neither the 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.
Cautionary Note Regarding Forward-Looking Statements
This news release contains certain forward -looking statements. Any statements that express or involve
discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions
- 3 -
or future events or performance (often, but not always, using words or phrases such as "expects" or does
not expect", "is expected", anticipates" or "does not anticipate" "plans", "estimates" or "intends" or stating
that certain actions, events or results " may", "could", "w ould", "might" or "will" be taken, occur or be
achieved) are not statements of historical fact and may be "forward-looking statements". In particular, this
news release contains forward -looking information pertaining to the following: the likelihood of
completion of the Offering, the use of proceeds from sales from the Offering, the closing of the Offering
and the ability to obtain the necessary regulatory authority and approvals. Forward-looking statements
are subject to a variety of risks, uncertainties and assumptions, including those set out in the Company's
annual information form dated October 13, 2020 and filed on the Company's SEDAR profile at
www.sedar.com, which could cause actual events or results to materially differ from those reflected in the
forward-looking statements.
Safe Harbor Statement under the United States Private Securities Litigation Reform Act of 1995: Except
for the statements of historical fact contained herein, the information presented constitutes "forward -
looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements including but not limited to those with respect to the price of gold, potential
mineralization, reserve and resource determination, exploration results, and future plans and objectives
of the Company involve known and unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievement of the Compan y to be materially different from any future
results, performance or achievements expressed or implied by such forward -looking statements. 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. Accordingly, readers should not place
undue reliance on forward -looking statements. The Company does not undertake to update forward ‐
looking statements or forward‐looking information, except as required by law.