Mexican GOLD Announces Consolidation and Post-Consolidation Non-Brokered Private Placement
Vancouver, BC TSX-V: MEX
For Immediate Release January 23, 2023
// THIS PRESS RELEASE IS NOT INTENDED FOR RELEASE OR DISSEMINATION IN THE UNITED STATES //
MEXICAN GOLD ANNOUNCES CONSOLIDATION AND
POST-CONSOLIDATION NON-BROKERED PRIVATE PLACEMENT
Mexican Gold Mining Corp. (the “Company” or “Mexican Gold") (TSXV: MEX, OTCQB: MEXGF)
announces its intention to consolidate its issued and outstanding common shares (" Common
Shares") on the basis of one (1) post-consolidation Common Share for every 10 pre-consolidation
Common Shares (the "Consolidation"). The Consolidation is expected to result in the number of
issued and outstanding Common Shares being reduced from 135,035,840 pre-Consolidation
Common Shares to approximately 13,503,584 post-Consolidation Common Shares.
The exercise or conversion price of the Company’s convertible securities and the number of
Common Shares issuable thereunder will also be proportionately adjusted upon completion of the
Consolidation. No fractional Common Shares will be issued as a result of the Consolidation. Any
resulting fractional Common Share entitlement resulting from the Consolidation that is less than one-
half (1/2) of one (1) Common Share will be cancelled and each fractional Common Share that is at
least one-half (1/2) of one (1) Common Share will be rounded up to one whole Common Share.
The Consolidation is subject to the receipt of all required regulatory approvals, including the approval
of the TSX Venture Exchange. The Company will be obtaining a new CUSIP and ISIN in connection
with the Consolidation. The effective date for the Consolidation and the new CUSIP and ISIN will be
announced at a later date . The Company anticipates that its current trading symbol will remain
unchanged.
The Company also announces a post-Consolidation non-brokered private placement offering of up
to 7,500,000 units (the “Units”) of the Company at a post-Consolidation price of $0.12 per Unit to
raise gross proceeds of up to $ 900,000 (the “Offering”). Each Unit shall consist of one (1) post-
Consolidation common share (“Share”) in the capital of the Company and one (1) post-Consolidation
Share purchase warrant (“Warrant”), whereby each Warrant shall be convertible into an additional
Share at an exercise price of $0.15 for a period of 36 months from the date of issuance.
The net proceeds raised from the Offering will be used to fund continuing operations of the Company
and for general working capital.
The Company may pay finder's fees to arm's -length parties that have introduced the Company to
subscribers participating in the Offering. All securities issued in connection with the Offering will be
subject to a hold period under applicable Canadian securities laws expiring four months and one
day from the date of closing of the Offering. The Offering is s ubject to receipt of all necessary
regulatory approvals, including acceptance by the TSX Venture Exchange.
This news 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 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 state
securities laws and may not be offered or sold within the United States or to, or for the account or
benefit of, U.S. persons unless registered under the U.S. Securities Act and applicable state
securities laws, unless an exemption from such registration is available.
About Mexican Gold Mining Corp.
Mexican Gold is a Canadian -based mineral exploration and development company committed to
building long -term value through ongoing discoveries and strategic acquisitions of prospective
precious metals and copper projects in the Americas. Mexican Gold is exploring and advancing the
Las Minas Project, which is located in the core of the Las Minas mining district in Veracruz State,
Mexico, and host to one of the newest, under-explored skarn systems known in Mexico.
For more information, please contact:
Jack Campbell – CEO, President, and Director
E-mail: [email protected]
Website: www.mexicangold.ca
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 Statements Regarding Forward Looking Information
This news release contains certain "forward-looking information" and "forward-looking statements" (collectively
"forward-looking statements") within the meaning of applicable securities legislation. All statements, other than
statements of historical fact, included herein, without limitation, statements relating the future operating or
financial performance of the Company, are forward -looking statements. Forward -looking statements are
frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends",
"estimates", "potential", "possible", and similar expre ssions, or statements that events, conditions, or results
"will", "may", "could", or "should" occur or be achieved. Forward-looking statements in this news release relate
to, among other things, the completion of the Consolidation, the completion of the Offering, receipt of all
necessary regulatory approvals and the use of proceeds of the Offering. Actual future results may differ
materially. There can be no assurance that such statements will prove to be accurate, and actual results and
future events could differ materially from those anticipated in such statements. Forward -looking statements
reflect the beliefs, opinions and projections on the date the statements are made and are based upon a number
of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to
significant business, economic, competitive, political and social uncertainties and contingencies. Many factors,
both known and unknown, could cause actual results, performance or achievements to be materially different
from the results, performance or achievements that are or may be expressed or imp lied by such forward -
looking statements and the parties have made assumptions and estimates based on or related to many of
these factors. Such factors include, without limitation, the TSX Venture Exchange not approving the Offering
and management's discretion to reallocate the use of proceeds. Readers should not place undue reliance on
the forward-looking statements and information contained in this news release concerning these items. The
Company does not assume any obligation to update the forward -looking statements of beliefs, opinions,
projections, or other factors, should they change, except as required by applicable securities laws.