Spanish Mountain GOLD Provides Update ON Financing
1
Spanish Mountain Gold Ltd.
910-1111 Melville Street
Vancouver, British Columbia, V6E 3V6
Tel: 604.601.3651
SPANISH MOUNTAIN GOLD PROVIDES UPDATE ON FINANCING
Not for distribution to United States Newswire Services or for dissemination in the United States
Vancouver, B.C. , November 14, 2024 - Spanish Mountain Gold Ltd. (the " Company" or "Spanish Mountain
Gold") (TSX-V: SPA) (FSE: S3Y) (OTC: SPAZF) is providing an update, further to its press releases dated October
22, 24, and 31 2024, on its brokered “best efforts” private placement for gross proceeds of up to C$6,500,000
(the “Brokered Offering”).
The terms of the charity flow-through units (the “ Charity FT Units ”) to be issued pursuant to the Brokered
Offering were amended, as disclosed in the company’s amended and restated offering document dated
November 5, 2024 (the “Offering Document”). The Charity FT Units will consist of one flow-through Share (“FT
Shares”) and one common share purchase warrant (“Warrants”), and will be priced at $0.20 per Charity FT Unit.
Each Warrant will be exercisable to purchase one additional common share of the Company at an exercise price
of $0.18 per share for a period of two years from the date of issuance. The FT Shares will qualify as “flow-through
shares” within the meaning of subsection 66(15) of the Income Tax Act (Canada).
The Brokered Offering is scheduled to close on or around November 15, 2024, subject to certain customary
closing conditions including, but not limited to, receipt of all necessary approvals including the approval of the
TSX Venture Exchange.
The Offering Document can be accessed under the Company’s profile at www.sedarplus.ca and on the
Company’s website at www.spanishmountaingold.com, accessible here. Prospective investors should read this
offering document before making an investment decision.
The securities referred to in this news release 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 absent registration under
the U.S. Securities Act and applicable state securities laws, unless an exemption from such registration is
available. This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers
to buy any securities. Any public offering of securities in the United States must be made by means of a
prospectus containing detailed information about the Company and management, as well as financial
statements. “United States” and “U.S. person” have the respective meanings assigned in Regulation S under the
U.S Securities Act.
About Spanish Mountain Gold Ltd.
Spanish Mountain Gold Ltd. is focused on advancing its 100% -owned Spanish Mountain Gold Project towards
construction of the next gold mine in the Cariboo Gold Corridor, British Columbia. We are conducting an
integrated Whittle Enterprise Optimization to id entify the highest potential value -add improvements while
increasing the understanding of the high-grade geologic controls and associated drill targets that could upgrade
and expand the gold resource. We are striving to be a leader in community and Indigenous relations by
leveraging technology and innovation to build the ‘greenest’ gold mine in Canada. The Relentless Pursuit for
Better Gold means seeking new ways to achieve optimal financial outcomes that are safer, minimize
2
environmental impact and create meaningful sustainability for communities. Details on the Company are
available on www.sedarplus.ca and on the Company’s website: www.spanishmountaingold.com.
On Behalf of the Board,
“Peter Mah”
President, Chief Executive Officer and Director
Spanish Mountain Gold Ltd.
For more information, contact:
Peter Mah, CEO
(604) 601-3651
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.
FORWARD-LOOKING INFORMATION
When used in this press release, the words “estimate”, “project”, “belief”, “anticipate”, “intend”, “expect”,
“plan”, “predict”, “may” or “should” and the negative of these words or such variations thereon or comparable
terminology are intended to identify forward -looking statements and information (collectively referred to as
“forward-looking information” . Although the Company believes, in light of the experience of their respective
officers and directors, current conditions and expected future developments and other factors that have been
considered appropriate, that the expectations reflected in forward -looking information in this press release are
reasonable, undue reliance should not be placed on them because the parties can give no assurance that such
statements will prove to be correct. The forward -looking information in this press release include, amongst
others: the closing of the Offering s, the issuance of the Offered Securities, the payment of the finder’s fee and
commissions to the Agents, the anticipated closing date of the Offerings and the intended use of proceeds of the
Offerings. Such statements and information reflect the current view of the Company . There are risks and
uncertainties that may cause actual results to differ materially from those contemplated in th e forward-looking
information.
By their nature, forward-looking information involves known and unknown risks, uncertainties and other factors
which may cause actual results, performance or achievements, or other future events, to be materially different
from any future results, performance or achievements expressed or implied by such forward-looking information.
There are a number of important factors that could cause the Company’s actual results to differ materially from
those indicated or implied by forward -looking information. Such fa ctors include, among others: currency
fluctuations; limited business history; disruptions or changes in the credit or security markets; results of operation
activities and development of projects; project cost overruns or unanticipated costs and expenses; and general
development, market and industry conditions. The Company undertakes no obligation to comment on analyses,
expectations or statements made by third parties in respect of their securities or their respective financial or
operating results (as applicable).
The Company cautions that the foregoing list of material factors is not exhaustive. When relying on the
Company’s forward-looking information to make decisions, investors and others should carefully consider the
foregoing factors and other uncertainties and potential events. The Company has assumed that the material
factors referred to in the previous paragraph will not cause such forward-looking information to differ materially
from actual results or events. However, the list of these factors is not exhaustive and is subject to change a nd
there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. The
forward-looking information contained in this press release represents the expectations of the Company as of
the date of this press release and , accordingly, are subject to change after such date. The Company does not
undertake to update this information at any particular time except as required in accordance with applicable
laws.