Oversubscribed $3.3 Million Private Placement
NEWS
RELEASE
August
2,
2024
NR
24-19
www.sitkagoldcorp.com
Sitka
Gold
Corp.
Closes
Oversubscribed
$3.3
Million
Private
Placement
NOT
FOR
DISTRIBUTION
TO
UNITED
STATES
NEWSWIRE
SERVICES
OR
FOR
DISSEMINATION
IN
THE
UNITED
STATES
VANCOUVER,
CANADA
–
August
2,
2024:
Sitka
Gold
Corp.
(“Sitka”
or
the
“Company”)
(TSXV:SIG)
(FSE:1RF)
(OTCQB:SITKF)
is
pleased
to
announce
that
the
Company
has
closed
its
previously
announced
non-brokered
private
placement
for
aggregate
gross
proceeds
of
approximately
$3,354,154
(the
“
Offering
”)
through
the
issuance
of:
(i)
9,127,273
flow-through
units
(the
"
FT
Units
")
sold
at
a
price
of
$0.22
per
FT
Unit;
and
(ii)
5,384,618
charity
flow-through
units
(the
“
Charity
FT
Units
”)
sold
at
a
price
of
$0.25
per
Charity
FT
Unit.
Each
FT
Unit
consists
of
one
common
share
of
the
Company
issued
as
a
"flow-through
share"
(each,
a
"FT
Share
")
within
the
meaning
of
the
Income
Tax
Act
(Canada)
(the
“
Tax
Act
”)
and
one
half
(½)
of
one
common
share
purchase
warrant
(each
whole
warrant,
a
"
Warrant
").
Each
Charity
FT
Unit
was
issued
as
part
of
a
charity
arrangement
and
consists
of
one
FT
Share
and
one
half
(½)
of
one
Warrant.
Each
Warrant
entitles
the
holder
thereof
to
purchase
one
non-flow-through
common
share
of
the
Company
at
a
price
of
$0.38
for
a
period
of
24
months
from
the
date
of
issuance.
The
Offering,
as
announced
in
the
Company’s
news
release
dated
July
23,
2024
(“Sitka
Announces
$3M
Private
Placement
Financing”
)
was
oversubscribed.
The
Company
intends
to
use
the
net
proceeds
of
the
Offering
on
exploration
and
development
programs
on
the
Company's
flagship
RC
Gold
Project
in
the
Yukon
Territory
and
the
Coppermine
River
project
in
Nunavut.,
which
expenditures
will
qualify
as
“Canadian
Exploration
Expenses”
as
such
term
is
defined
in
paragraph
(f)
of
the
definition
of
“Canadian
exploration
expense”
in
subsection
66.1(6)
of
the
Tax
Act
and
“flow
through
mining
expenditures”
as
defined
in
subsection
127(9)
of
the
Tax
Act,
which
will
be
incurred
on
or
before
December
31,
2025
and
renounced
with
an
effective
date
no
later
than
December
31,
2024,
to
the
purchasers
of
FT
Units
and
Charity
FT
Units.
In
connection
with
the
Offering,
the
Company
issued
737,248
finder’s
warrants
(the
“
Finder’s
Warrants
”)
and
paid
commissions
of
$171,425
to
certain
finders.
Each
Finder’s
Warrant
entitles
the
holder
thereof
to
purchase
an
additional
common
share
of
the
Company
at
a
price
of
$0.38
for
a
period
of
24
months
from
the
date
of
issuance.
The
Private
Placement
remains
subject
to
final
acceptance
from
the
TSX
Venture
Exchange.
All
securities
issued
pursuant
to
the
Offering
are
subject
to
a
hold
period
expiring
on
December
3,
2024,
in
addition
to
such
other
restrictions
as
may
apply
under
applicable
securities
laws
of
jurisdictions
outside
Canada.
Certain
insiders
of
the
Company
purchased
an
aggregate
of
150,000
FT
Units
under
the
Offering,
constituting,
to
that
extent,
a
“related
party
transaction”
as
defined
under
Multilateral
Instrument
61-101
(“
MI
61-101
”).
The
Company
has
relied
on
the
exemptions
from
the
formal
valuation
and
minority
shareholder
approval
requirements
of
MI
61-101,
as
neither
the
fair
market
value
of
the
securities
distributed
in
the
Offering
nor
the
consideration
received
for
those
securities,
in
so
far
as
the
Offering
involves
the
insiders,
exceeds
25%
of
the
Company’s
market
capitalization.
About
Sitka
Gold
Corp.
Sitka
Gold
Corp.
is
a
well-funded
mineral
exploration
company
headquartered
in
Canada.
The
Company
is
managed
by
a
team
of
experienced
industry
professionals
and
is
focused
on
exploring
for
economically
viable
mineral
deposits
with
its
primary
emphasis
on
gold,
silver
and
copper
mineral
properties
of
merit.
Sitka
is
currently
exploring
its
100%
owned,
431
square
kilometre
flagship
RC
Gold
Project
within
the
Tombstone
Gold
Belt
in
the
Yukon
Territory
with
a
15,000
metre
diamond
drill
program
planned
for
2024.
The
Company
is
also
advancing
the
Alpha
Gold
Project
in
Nevada
and
currently
has
drill
permits
for
its
Burro
Creek
Gold
and
Silver
Project
in
Arizona
and
the
Coppermine
River
Project
in
Nunavut.
The
Company
recently
announced
an
NI
43-101
compliant
initial
inferred
Mineral
Resource
Estimate
of
1,340,000
ounces
of
gold
(1)
beginning
at
surface
and
grading
0.68
g/t
at
its
RC
Gold
Project
in
Yukon
(see
news
release
dated
January
19,
2023).
(1)
Simpson,
R.
January
19,
2023.
Clear
Creek
Property,
RC
Gold
Project,
NI
43-101
Technical
Report,
Dawson
Mining
District,
Yukon
Territory
*For
more
detailed
information
on
the
underlying
properties
please
visit
our
website
at
www.sitkagoldcorp.com
The
scientific
and
technical
content
of
this
news
release
has
been
reviewed
and
approved
by
Cor
Coe,
P.Geo.,
Director
and
CEO
of
the
Company,
and
a
Qualified
Person
(QP)
as
defined
by
National
Instrument
43-101.
ON
BEHALF
OF
THE
BOARD
OF
DIRECTORS
OF
SITKA
GOLD
CORP.
“
Donald
Penner
”
President
and
Director
For
more
information
contact:
Donald
Penner
President
&
Director
778-212-1950
or
Cor
Coe
CEO
&
Director
604-817-4753
Neither
TSX
Venture
Exchange
nor
its
Regulation
Services
Provider
(as
that
term
is
defined
in
policies
of
the
TSX
Venture
Exchange)
accepts
responsibility
for
the
adequacy
or
accuracy
of
this
release.
Cautionary
and
Forward-Looking
Statements
This
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
regarding
discussions
of
future
plans,
estimates
and
forecasts
and
statements
as
to
management's
expectations
and
intentions
with
respect
to,
among
other
things,
the
development
potential
of
the
Company’s
mineral
exploration
projects,
the
use
of
the
proceeds
raised
under
the
Offering
and
the
timeline
on
which
the
proceeds
will
be
used.
In
making
the
forward-looking
statements
in
this
news
release,
the
Company
has
applied
several
material
assumptions,
including
without
limitation,
about:
general
business
and
economic
conditions;
the
nature
and
location
of
the
Company’s
mineral
exploration
projects
and
the
timing
of
the
ability
to
commence
and
complete
the
planned
exploration
programs;
the
anticipated
terms
of
the
consents,
permits
and
authorizations
necessary
to
carry
out
the
planned
exploration
programs
and
the
Company’s
ability
to
comply
with
such
terms
on
a
cost-
effective
basis;
the
Company’s
ability
to
secure
the
necessary
consulting,
drilling
and
related
services
and
supplies
on
favorable
terms;
the
timing
of
the
receipt
of
regulatory
and
governmental
approvals,
permits
and
authorizations
necessary
to
implement
and
carry
on
the
Company’s
planned
exploration
programs;
and
the
Company
using
the
proceeds
of
the
Offering
as
currently
anticipated.
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,
market
uncertainty,
the
uncertainty
of
the
results
of
the
Company’s
anticipated
work
programs,
risks
related
to
the
timing
and
cost
of
planned
exploration
programs
of
the
Company,
and
the
timing
of
the
receipt
of
the
results
therefrom;
risks
related
to
the
timing
of
decisions
regarding
the
strategy
and
costs
of
exploration
programs
with
respect
to,
and
the
issuance
of
the
necessary
permits
and
authorizations
required
for,
the
Company’s
exploration
programs;
and
that
the
Company
will
not
use
the
proceeds
of
the
Offering
as
currently
anticipated.
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.