Pancontinental Announces Completion of Debt Settlement
PANCONTINENTAL ANNOUNCES COMPLETION OF DEBT SETTLEMENT
Toronto, Ontario – May 2 4, 2018 - Pancontinental Gold Corporation (TSX -V:PUC) (“Pancon” or the
“Company”) is pleased to announce that is has closed its previously announced debt settlement through the
issuance of 1,126,000 common shares (the “Common Shares”) in the capital of the Company at a price of
$0.07 per Common Share (the “Debt Settlement”).
All Common Shares issued in connection with the Debt Settlement will be subject to a statutory hold period
until September 22, 2018, in accordance with applicable securities legislation.
The Debt Settlement constitutes a related party transaction within the meaning of TSX Venture Exchange
Policy 5.9 and Multilateral Instrument 61 -101 (“ MI 61 -101”) as an insider of the Company received
500,000 common shares in connection with the Debt Settlement. The Company is relying on the exemptions
from the valuation and minority shareholder approval requirements of MI 61 -101 contained in sections
5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the common shares being issued to insiders
in connection with the Debt Settlement does not exceed 25% of the market capitalization of the Company,
as determined in accordance with MI 61-101. The Company did not file a material change report in respect
of the r elated party transaction at least 21 days before the closing of the Debt Settlement because the
Company wanted to improve its financial position as expeditiously as possible.
About Pancontinental Gold Corporation
Pancon is a Canadian-based mining company focused on the exploration and development of its McBride
Nickel-Cobalt-Copper Project in Ontario, Canada; its Montcalm West Nickel -Cobalt-Copper Project in
Ontario, Canada; and its 100% -owned Jefferson Gold Project in South Carolina, USA. The Company
continues to focus on acquiring additional prospective properties in low-risk areas with existing resources
and/or in proximity to producing or former mines. In 2015, Pancon sold its interest in its Australian rare
earth element (REE) and uranium properties, formerly held through a joint venture, and retains a 1% gross
overriding royalty on 100% of future production.
For further information, please contact:
Layton Croft
President and CEO
1-416-293-8437
1-980-309-8419
For additional information please visit our web site: www.pancongold.com, and our Twitter feed:
@PanconGold.
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 release.
Cautionary Language and 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 words,
or statements that certain 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
such 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 required regulatory or governmental approvals, and other risks involved in the mineral exploration and developme nt
365 Bay St, Suite 400
Toronto, Ontario
M5H 2V1
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industry, including those risks set 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 expected. 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 obligation to update or revise any forward -looking information, other than as required by applicable securities
laws.