Stakeholder Closes Private Placement
FOR IMMEDIATE RELEASE TSX Venture Exchange
29th November 2023 Shares Outstanding: 13,314,412
Symbol: SRC
Stakeholder Closes Private Placement
Stakeholder Gold Corp. (“Stakeholder” or the “Company”) (TSX-V: SRC) is pleased to announce
the closing of a non -brokered private placement financing (“ Private Placement”), raising gross
proceeds of $1,352,000 CAD through the issuance of 1,352,000 Units at $1.00 per Unit. Each Unit
consists of one common share (“ Common Share”) priced at $1.00 per Common Share, and one
half of one common share purchase warrant (“Warrant”). Each whole Warrant entitles the holder
to purchase one additional Common Share at $1.50 for a period of two years from the closing of
the Private Placement.
Each whole Warrant has an early exercise provision that allows the Company to trigger exercise
of the Warrant when the 10 -day average price of Common Shares traded on the TSX Venture
Exchange exceeds $ 3.00 per share. Thirty days (30) after the trigger date, any unexercised
Warrants will be deemed to be null and void. All securities issued under this Private Placement
will be subject to a hold period expiring four months and one day from the date of closing.
Proceeds will be used for exploration on the Company’s Ballarat Exploration Project in the White
Gold District located in the Yukon Territory , Canada and for developing the Company’s exotic
stone quartzite business located in Minas Gerais, Brazil.
One Officer of the Company (the “insider”) has invested in this Private Placement subscribing for
in aggregate 80,000 Units, or gross proceeds of $80,000 CAD. The participation of insiders in the
Private Placement constitutes a “related party transaction” within the meaning of Multilateral
Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-
101”) and the policies of the TSX. The Company is relying on exemptions from the formal
valuation and minority approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-
101 on the basis that participation by insiders will not exceed 25% of the fair market value of the
Company’s market capitalization. The Company did not file a material change report at least 21
days prior to the completion of the Private Placement because the existence of any placement or
insiders’ participation therein had not been determined at that time.
In connection with this Private Placement, the Company will pay a total of $ 6,000 in cash and
issue 6,000 broker warrants to Haywood Securities Inc. Each broker warrant will entitle the holder
to purchase one Common Share at $1.50 for a period of two years from the closing of the Private
Placement.
For further information please contact:
Stakeholder Gold Corporation
416 525 - 6869
Forward Looking Information
This news release contains forward -looking information. All information, other than information of historical fact,
constitute “forward -looking statements” and includes any information that addresses activities, events or
developments that the Corporation believes, expects or anticipates will or may occur in the future including the
Corporation’s strategy, plans or future financial or operating performance.