Nulegacy GOLD Corporation Announces Marketed P Rivate Placement FOR up to C$7.5 Mill Ion (IN Canadian Dollars Unless Otherw Ise Stated )
PRESS RELEASE
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
NULEGACY GOLD CORPORATION ANNOUNCES MARKETED P RIVATE PLACEMENT
FOR UP TO C$7.5 MILL ION
(IN CANADIAN DOLLARS UNLESS OTHERW ISE STATED )
For Immediate Release September 17, 2019
VANCOUVER – NuLegacy Gold Corporation (“NuLegacy” or the “Company”) (TSXV: NUG;
OTCQB: NULG.F) announces that it has entered into an agreement with Cormark Securities Inc.
(“Cormark”) as lead agent and including Canaccord Genuity Corp. (collectively with Cormark the
“Agents”), pursuant to which they have agreed to act as agents in connection with a fully marketed private
placement offering of units of the Company (the “Units”) at a price of $0.075 per Unit for aggregate gross
proceeds to the Company of a minimum of $4.0 million and a maximum of $7.5 million (the “Offering”).
Each Unit will consist of one common share of the Company (a “Common Share”) and one -half of one
Common Share purchase warrant (each full warrant, a “Warrant”). Each Warrant will entitle the holder to
acquire one Common Share of the Company at an exercise price of $0. 12 for a period of 36 months
following the closing of the Offering.
NuLegacy’s CEO Albert Matter comments that “The results of the aggressive step-out drilling during 2018-
19 significantly improved our Red Hill property’s perspectivity to a Tier 1 exploration asset . This financing
will allow us to further execute on our drilling program and build upon those results and I look forward to
sharing those results over the next 6-9 months”.
The net proceeds of the Offering will be used to carry out the budgeted drilling program for the Company’s
100% owned/controlled Red Hill Property, as well as for general corporate and working capital purposes.
The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary
regulatory and other approvals including the approval of the TSX Venture Exchange (the “TSXV”) and is
scheduled to close on or about October 8, 2019, prior to which Barrick Gold Corporation and OceanaGold
Corporation have the right to elect to participate to maintain their current equity ownership interests in
NuLegacy (as announced February 23, 2016 and April 13, 2016 respectively). In addition, it is anticipated
that directors and officers of NuLegacy (collectively “ Insiders”) will participate in the Offering for up to
10 million Units.
The portions of the Offering with Insiders and, if applicable, Barrick and OceanaGold will constitute
“related party transactions” for the purposes of Multilateral Instrument 61 -101, Protection of Minority
Security Holders in Special Transactions (“MI 61-101”), and the Company intends to rely upon exemptions
from the requirement to obtain a formal valuation and seek minority shareholder approval for the Offering
on the basis that the fair market value of the participation by such Insiders and, if applicable Barrick and/or
OceanaGold, in the Offering will be less than 25% of the Company’s current market capitalization.
The Agents will be entitled to a cash fee and compensation warrants on the sale of Units in accordance with
the policies of the TSXV.
This new release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities
in the United States. 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 or to or for the account or benefit of a U.S. person (as defined in
Regulation 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.
To learn more about NuLegacy Gold Corp, please visit: www.nulegacygold.com or NuLegacy's SEDAR
profile at www.sedar.com.
ON BEHALF OF THE BOARD OF NULEGACY GOLD CORPORATION
Albert Matter
Chief Executive Officer & Director
Tel: +1 (604) 639 - 3640
Email: [email protected]
Cautionary Statement on Forward-Looking Information
This news release contains forward-looking information and forward-looking statements under applicable
securities laws , which information and/or statements relate to future events or future performance
(including, but not limited to, the size of the Offering, the participation by Insiders, the proposed use of
proceeds and the anticipated closing date thereof ) and reflect management’s current expectations and
assumptions. Such forward-looking information and statements reflect management’s current beliefs and
are based on assumptions made by and information currently available to the Company. Readers are
cautioned that such forward-looking information and statements are neither promises nor guarantees, and
are subject to risks and uncertainties that may cause future results to differ materially from those expected
including, but not limited to, the availability of financing, market conditions and future prices for gold,
changes in personnel, actual results of exploration activities, environmental risks, operating risks,
accidents, labour issues, delays in obtaining governmental approvals and permits, and other risks in the
mining industry. There are no known res ources or reserves in the Red Hill Property and any proposed
exploration programs are exploratory searches for commercial bodies of ore. In addition, the presence of
gold resources on properties adjacent or near the Red Hill Property is not necessarily indicative of the gold
mineralization on the Red Hill Property. All the forward-looking information and statements made in this
news release are qualified by these cautionary statements and those in our continuous disclosure filings
available on SEDAR at www.sedar.com. The forward-looking information and statements in this news
release 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 save as required under applicable securities legislation.
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 accur acy of this
release.