Scorpio Gold Announces Close of Oversubscribed $2.5 Million Private Placement
TSXV: SGN
#750-1095 W. Pender St.
Vancouver, BC V6E2M6
WWW.SCORPIOGOLD.COM
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
Scorpio Gold Announces Close of Oversubscribed
$2.5 Million Private Placement
October 3, 2024 - Vancouver, British Columbia – Scorpio Gold Corporation (TSX -V: SGN,
OTCQB: SRCRF, FSE: RY9 ) (“Scorpio” or the “Company”) is pleased to announce that it has
closed its previously announced non -brokered private placement (the “Financing”) through the
issuance of 20,858,666 common shares (the “Shares”) of the Company at a price of $0.12 per
Share, for gross proceeds of $2,503,040.
The Company paid aggregate cash finder ’s fees of $9,390 and issued 64,750 non-transferable
finder’s warrants to arm’s length finders of the Company in connection with the Financing. Each
finder’s warrant entitles the holder thereof to purchase one (1) Share at an exercise price of $0.12
until October 3, 2025.
The Company intends to use the proceeds from the Financing for property maintenance and
further exploration and development of the Mineral Ridge and Goldwedge Manhattan Projects,
as well as for general working capital. The securities issued through the Financing are subject to
a four-month hold period ending on February 4, 2025 in accordance with applicable securities
laws.
The Company also reports that a certain director of the Company (the “Insider”) subscribed for
$120,000 worth of Shares under the Financing (the “Insider Subscription”), which subscription
was considered “related party transactions” under Multilateral Instrument 61-101 – Protection of
Minority Security Holders in Special Transactions (“MI 61- 101”). The Insider Subscription was
exempt from the valuation requirement of MI 61-101 by virtue of section 5.5(b) of MI 61-101, given
the Shares are not listed on a “specified market” (as defined in MI 61-101), and from the minority
shareholder approval requirements of MI 61-101 by virtue of section 5.7(a) of MI 61-101, given
the fair market value of the Insider Subscription did not exceed 25% of the Company ’s market
capitalization.
The Financing is subject to final approval by the TSX Venture Exchange.
The securities described herein 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 accordingly,
may not be offered or sold within the United States except in compliance with the registration
requirements of the 1933 Act and applicable state securities requirements or pursuant to
1406-2640-0271, v. 1
exemptions therefrom. This news release does not constitute an offer to sell or a solicitation to
buy any securities in any jurisdiction.
About Scorpio Gold Corporation
Scorpio holds a 100% interest in two past producing mines, the Manhattan Mine and the Mineral
Ridge Mine, both located in the Walker Lane Trend of Nevada, USA. Scorpio’s Manhattan District
comprises the advanced exploration-stage Goldwedge Project, with a 400 ton per day gravity mill.
Adjacent to Goldwedge is the 4,300-acre Manhattan Project, centered on two past-producing pits,
acquired from Kinross in 2021. The consolidated Manhattan District presents an exciting late-
stage exploration opportunity, with over 100,000m+ of historical drilling, with significant resource
potential, alongside valuable permitting. Scorpio Gold also holds a 100% interest in the Mineral
Ridge gold project located in Esmeralda County, Nevada. Scorpio produced over 222,440oz of
gold at Mineral Ridge between 2010 and 2020. With a proven and probable resource, valuable
permits, water rights, infrastructure, and the recently acquired adjacent North Star exploration
target, Mineral Ridge has significant near-term development potential.
ON BEHALF OF THE BOARD OF SCORPIO GOLD CORPORATION
Zayn Kalyan, Chief Executive Officer and Director
Tel: (604) 252-2672
Email: [email protected]
Investor Relations Contact:
Kin Communications Inc.
Tel: (604) 684-6730
Email: [email protected]
Connect with Scorpio Gold:
Email | Website | Facebook | LinkedIn | X | YouTube
To register for investor updates please visit: scorpiogold.com
TSXV: SGN | OTCQB: SRCRF | FSE: RY9
Forward-Looking Statements
The Company relies on litigation protection for forward-looking statements. This news release
contains forward-looking statements that are based on the Company ’s current expectations and
estimates. Forward-looking statements are frequently characterized by words such as “plan” ,
“expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “suggest”, “indicate” and other
similar words or statements that certain events or conditions “may ” or “will” occur, and include,
without limitation, statements regarding: TSXV approval of the Financing; and the Company’s
expected use of proceeds from the Financing. There is significant risk that the forward-looking
statements will not prove to be accurate, that the management’s assumptions may not be correct
and that actual results may differ materially from such forward-looking statements. Such forward-
looking statements involve known and unknown risks, uncertainties and other factors that could
1406-2640-0271, v. 1
cause actual events or results to differ materially from estimated or anticipated events or results
implied or expressed in such forward-looking statements, including those risk factors outlined in
the Company’s Management Discussion and Analysis as filed on SEDAR+. Any forward-looking
statement speaks only as of the date on which it is made and, except as may be required by
applicable securities laws, the Company disclaims any intent or obligation to update any forward-
looking statement, whether as a result of new information, future events or results or otherwise.
Forward-looking statements are not guarantees of future performance and accordingly undue
reliance should not be put on such statements due to the inherent uncertainty thereof.
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.