Roscan Gold Corporation Closes Oversubscribed C$4,493,000 Financing Including Investment from Michael Gentile, CFA, Strategic Advisor THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR
Roscan Gold Corporation News Release December 12, 2019
Roscan Gold Corporation
1550 Bedford Highway, Suite 802
Bedford, Nova Scotia B4A 1E6
NEWS RELEASE
Roscan Gold Corporation Closes Oversubscribed C$4,493,000 Financing
Including Investment from Michael Gentile, CFA, Strategic Advisor
THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR
DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
Toronto, Ontario. – December 12th, 2019 – Roscan Gold Corporation (“Roscan” or the “Company”) (TSX -V:
ROS; FSE:2OJ) is pleased to announce that it ha s closed its previously announced marketed private placement
financing, including the partial exercise of the agent’s option for an aggregate gross proceeds of C$4,493,000 (the
“Offering”). Pursuant to the Offering, the Company issued 44,930,000 units (the “Units”) at a price of $0. 10 per
Unit, each such Unit comprised of one common share (the “ Common Shares”) of the Company and one three-
quarter share purchase warrant (the “Warrants”). Each Warrant is exercisable to acquire one Common Share for
a period of two years from the date of issuance at a price of $0.16 per share.
The Company and a syndicate of agents led by Clarus Securities Inc., and including Canaccord Genuity Corp.,
Cormark Securities Inc., M Partners Inc., and Eight Capital Corp. (the “ Agents”) were directly responsible for the
financing.
Further, Roscan is pleased to announce it has appointed Michael Gentile, CFA as a Strategic Advisor to the
Company. Mr. Gentile and Roscan will work collaboratively and strategically to optimize value creation for the
Company’s shareholders through the exploration and development of the Kandiole Gold Project, located in Mali.
From 2003 to 2018 Mr. Gentile worked as professional money manager at Formula Growth Ltd, an independent
investment management firm established in Montreal in 1960 with a long-term track record of creating investor
wealth. While at Formula Growth Mr. Gentile’s main sector focus was the mining and natural resource sectors. In
2012, he became the co -manager of the Formula Growth Alpha Fund, a market neutral hedge fund focused on
small to mid-cap equities. From 2011 to 2018 the Formula Growth Alpha Fund became one of the largest market
neutral funds in Canada, growing its assets under management to over $650 million by the end of 2018.
In October 2018, Mr. Gentile retired from full time money management in order to be able to spend more time
with his family. Subsequently, he remains a very active investor in the mining spac e owning significant stakes in
several small-cap mining companies and is currently a strategic advisor to Radisson Mining Resources (RDS CN).
Michael Gentle, CFA and Strategic Advisor for Roscan, commented,
“I am excited to join Roscan as a Strategic Advisor and start collaborating with a Company that I feel has great
potential.”. Some of the reasons behind my investment in Roscan and formal implication with the company as a
strategic advisor are as follows.
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Roscan Gold Corporation News Release December 12, 2019
1. Very strategic location with history of exploration success of over 50MM oz. have been delineated and
produced in the camp;
2. Greg Isenor, CEO is a proven geologist with several commercial scale discoveries in his career with an
excellent track record in West Africa;
3. Improved drill ta rgeting for larger zones, sets up the potential for a very exciting 2020 drill program; in
particular the Southern Mankouke target which had multiple high -grade intercepts with significant near
term potential;
4. Exploration success likely to be well rewarde d with 4 existing mills within 50km trucking distance from
Barrick, B2Gold and Endeavour’s mines and IAMGOLD’s development projects.”
Greg Isenor, President & CEO of Roscan, commented,
“We are thrilled to have Mr. Gentile as a Strategic Advisor to help encourage additional investors to discover this
exciting investment opportunity, we feel he will be a great asset to help grow and expand our Company for the
benefit of all our stakeholders. The upcoming fully funded 2020 Exploration Program is shapin g up to be a
transformational year for Roscan, as the program will provide a much better understanding of the high-grade gold
systems discovered to date and assess their potential at depth. “
The Company paid a total of C$292,045 in broker commissions in connection with the Offering. All securities issued
under the Offering are subject to a restricted period of four months from the date of issuance. The Offering is
subject to the final approval of the TSX Venture Exchange. The Company will use the net proceeds of the Offering
to advance its Kandiole Gold Project in Mali and for working capital purposes.
Mr. Gentile beneficially controls over 5% of Roscan Gold Corporation issued and outstanding Shares on a non -
diluted basis. The Units were acquired by Mr. Gentile for investment purposes. Mr. Gentile has a long-term view
of the investment and may acquire additional securities of Roscan including on the open market or through private
acquisitions or sell securities of Roscan including on the open market or through private dispositions in the future
depending on market conditions, reformulation of plans and/or other factors that Mr. Gentile considers relevant
from time to time.
The securities referred to in this news release have not been, nor will they be, registered under the United States
Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the
account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration
requirements. This release does not constitute an offer for sale of, nor a solicitation for offers to buy, any securities
in the United States. Any public offering of securities in the United States must be made by means of a prospectus
containing detailed information about the issuer and its management, as well as financial statements.
About Roscan
Roscan Gold Corporation is a Canadian gold exploration company focused on the acquisition and exploration of
gold properties in West Africa. The Company has assembled a significant land position of 100%-owned permits in
an area of producing gold mines (including B2 Gold’s Fekola Mine which lies in a contiguous property to the west
of Kandiole), and major gold deposits, located both north and south of its Kandiole Project in west Mali.
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Roscan Gold Corporation News Release December 12, 2019
For further information, please contact:
Greg Isenor
President and Chief Executive Officer
Tel: (902) 832-5555
Email: [email protected]
Forward Looking Statements
This news release contains forward-looking information which is not comprised of historical facts. Forward -looking information is
characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate” and other similar w ords, or
statements that cer tain events or conditions “may” or “will” occur. Forward -looking information involves risks, uncertainties and other
factors that could cause actual events, results, and opportunities to differ materially from those expressed or implied by su ch forward-
looking information. Factors that could cause actual results to differ materially from such forward-looking information include, but are not
limited to, changes in the state of equity and debt markets, fluctuations in commodity prices, delays in obtaining req uired regulatory or
governmental approvals, and other risks involved in the mineral exploration and development industry, including those risks s et out in the
Company’s management’s discussion and analysis as filed under the Company’s profile at www.sedar.com. Forward-looking information in
this news release is based on the opinions and assumptions of management considered reasonable as of the date hereof, including that all
necessary governmental and regulatory approvals will be received as and when expect ed. Although the Company believes that the
assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not
be placed on such information. The Company disclaims any intention or obliga tion to update or revise any forward -looking information,
other than as required by applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Ven ture Exchange)
accepts responsibility for the adequacy or accuracy of this release.