Onyx Gold Closes Second Tranche of Non- Brokered Private Placement Financing with Strategic Investors
Onyx Gold Closes Second Tranche of Non-
Brokered Private Placement Financing with
Strategic Investors
Vancouver, British Columbia--(Newsfile Corp. - June 6, 2025) -
Onyx Gold Corp.
(TSXV: ONYX)
(OTCQX: ONXGF)
("
Onyx Gold
" or the "
Company
") announces closing of the second and final
tranche of its previously announced non-brokered private placement (the "
Private Placement
").
Pursuant to the second tranche of the Private Placement, the Company issued 1,709,657 common
shares that qualify as "flow-through shares" (within the meaning of subsection 66(15) of
Income Tax Act
(Canada) (the "
Tax Act
")) (the "
FT Shares
") at a price of $1.19 per FT Share for aggregate gross
proceeds of approximately $2.03 million. Following the closing of this final tranche, the Company has
raised a total of $13.04 million since May 2025.
Following closing of the Private Placement, an existing strategic investor will own approximately 9.4% of
the issued and outstanding common shares of the Company.
"We're very pleased to close this final tranche with support from existing strategic investors," said Brock
Colterjohn, President & CEO of Onyx Gold. "Their investment signals support for our projects and our
team. With over $15 million raised, including the exercise of outstanding warrants, Onyx Gold will be able
to advance our exploration initiatives, as we continue to build value for our shareholders."
The Company will use an amount equal to the gross proceeds received by the Company from the sale of
the FT Shares, pursuant to the provisions in the Tax Act, to incur (or be deemed to incur) "Qualifying
Expenditures" related to the Company's projects in Ontario and the Yukon, on or before December 31,
2026, and to renounce all the Qualifying Expenditures in favour of the subscribers of the FT Shares
effective December 31, 2025. If the Qualifying Expenditures are reduced by the Canada Revenue
Agency, the Company will indemnify each FT Share subscriber for any additional taxes payable by such
subscriber as a result of the Company's failure to renounce the Qualifying Expenditures as agreed.
The Private Placement is subject to final acceptance by the TSX Venture Exchange. The FT Shares
have been offered pursuant to applicable exemptions from the prospectus requirements under
applicable securities laws and will be subject to a hold period of four months and one day from the
respective closing dates in accordance with applicable Canadian securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be
any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be
unlawful, including any of the securities in the United States of America. The securities have not been
and will not be registered under the United States
Securities Act of 1933
, as amended (the "
1933 Act
")
or any state securities laws and may not be offered or sold within the United States or to, or for account
or benefit of, U.S. persons unless registered under the 1933 Act and applicable state securities laws, or
an exemption from such registration requirements is available. "United States" and "U.S. person" have
the meaning ascribed to them in Regulation S under the 1933 Act.
About Onyx Gold
Onyx Gold is an exploration company focused on well-established Canadian mining jurisdictions, with
assets in Timmins, Ontario, and Yukon Territory. The Company's extensive portfolio of quality gold
projects in the greater Timmins gold camp includes the Munro-Croesus Gold property, renowned for its
high-grade mineralization, plus two additional earlier-stage large exploration properties, Golden Mile
and Timmins South. Onyx Gold also controls four properties in the Selwyn Basin area of Yukon Territory,
which is currently gaining significance due to recent discoveries in the area. Onyx Gold's experienced
board and senior management team are committed to creating shareholder value through the discovery
process, careful allocation of capital, and environmentally/socially responsible mineral exploration.
On Behalf of Onyx Gold Corp.
"
Brock Colterjohn
"
President & CEO
For further information, please visit the Onyx Gold Corp. website at
www.onyxgold.com
or contact:
Brock Colterjohn, President & CEO
or
Nicole Hoeller, NIKLI Communications –
Phone:
1-604-283-3341
Email:
Website:
www.onyxgold.com
LinkedIn:
https://www.linkedin.com/company/onyx-gold-corp
Twitter:
https://twitter.com/OnyxGoldCorp
Neither 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 news release.
Cautionary and Forward-Looking Statements
This news release includes certain statements and information that may constitute forward-looking
information within the meaning of applicable Canadian securities laws. Forward-looking statements
relate to future events or future performance and reflect the expectations or beliefs of management of
the Company regarding future events. Generally, forward-looking statements and information can be
identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of
such words and phrases or statements that certain actions, events or results "may", "could", "should",
"would" or "occur". This information and these statements, referred to herein as "forward
-
looking
statements", are not historical facts, are made as of the date of this news release and include without
limitation, statements about the Private Placement (including the anticipated use of proceeds),
statements regarding discussions of future plans, estimates and forecasts and statements as to
management's expectations and intentions.
These forward
-
looking statements involve numerous risks and uncertainties and actual results might
differ materially from results suggested in any forward-looking statements. These risks and
uncertainties include, among other things, that the Company will not use the proceeds of the Private
Placement as anticipated; that the Company will not receive all necessary approvals in respect of the
Private Placement; market volatility; the state of the financial markets for the Company's securities;
the speculative nature of mineral exploration and development; fluctuating commodity prices;
competitive risks; and the availability of financing, as described in more detail in our recent securities
filings available under the Company's profile on SEDAR+ at
www.sedarplus.ca
.
Forward-looking statements are based on certain material assumptions and analysis made by the
Company and the opinions and estimates of management as of the date of this news release,
including, among other things, that the Company will use the proceeds of the Private Placement as
anticipated; and that the Company will receive all necessary approvals in respect of the Private
Placement, if applicable.
Although management of the Company has attempted to identify important factors that could cause
actual results to differ materially from those contained in forward-looking statements or forward-looking
information, there may be other factors that cause results not to be as anticipated, estimated or
intended. 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 and forward-looking
information. Readers are cautioned that reliance on such information may not be appropriate for other
purposes. The Company does not undertake to update any forward-looking statement, forward-looking
information or financial out-look that are incorporated by reference herein, except in accordance with
applicable securities laws. We seek safe harbor.
Not for distribution to United States newswire services or for dissemination in the United
States
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/254715