Thesis Gold Completes First Tranche of $11.24 Million Financing
Thesis Gold Completes First Tranche of
$11.24 Million Financing
Vancouver, British Columbia--(Newsfile Corp. - October 5, 2023) - Thesis Gold Inc. (TSXV: TAU) (WKN:
A3EP87) (OTCQX: THSGF) ("
Thesis
" or the "
Company
") is pleased to announce today that it has
completed a first closing of the brokered private placement announced on September 7, 2023 (the
"
Offering
") for gross proceeds of $4,821,710, representing 4,267,000 premium flow-through common
shares (the "
Premium FT Shares
"). It is expected that the second and final tranche consisting of up to
6,899,600 flow-through common shares for additional gross proceeds of up to $6,416,628 (the
"FT
Shares
") will close on or about October 10, 2023.
Ewan Webster, President, and CEO commented, "With this financing now complete, these funds will
allow us to unlock significant value across our projects, achieving key milestones over the next 12
months, including the completion of our 50,000-meter drilling program, an updated global resource
estimate covering both the Ranch and Lawyers Projects, followed by a new Preliminary Economic
Assessment (PEA)."
The gross proceeds from the sale of Premium FT Shares and FT Shares (collectively the "
Flow-
Through Shares
") will be used by the Company to incur eligible "Canadian exploration expenses" that
will qualify as "flow-through mining expenditures" as such terms are defined in the Income Tax Act
(Canada) (the "
Qualifying Expenditures
") related to the Company's projects in Canada. All Qualifying
Expenditures will be renounced in favour of the subscribers of the Flow-Through Shares effective
December 31, 2023.
The Offering was made pursuant to an agency agreement (the "
Agency Agreement
") among the
Company and a syndicate of agents led by Clarus Securities Inc. and including PI Financial Corp. and
Cormark Securities Inc. (the "
Agents
").
Pursuant to the Agency Agreement, the Company (i) paid the Agents a cash commission
representing
6% of the gross proceeds raised under the Offering; and (ii) issued to the Agents 256,020 broker
warrants
each entitling the holder to acquire one non-flow-through common shares of the Company at a
price of $1.13 per share at any time for a period of 24 months from the closing date of the Offering.
All securities issued pursuant to this Offering are subject to a restricted hold period of four months and a
day, under applicable Canadian securities legislation. The Offering remains subject to the final approval
of the TSX Venture Exchange (the "
TSXV
").
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the
securities in the United States. The securities 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 U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption from such registration is available.
On behalf of the Board of Directors
Thesis Gold Inc.
"Ewan Webster"
Ewan Webster Ph.D., P.Geo.
President, CEO, and Director
About Thesis Gold Inc.
Thesis Gold, following its strategic merger with Benchmark Metals, is unlocking the combined potential
of the Ranch and Lawyers Gold-Silver Projects in the Toodoggone mining district of north-central British
Columbia, Canada. The 2022 Preliminary Economic Assessment for the Lawyers Project alone
projected an open-pit mining operation that would yield 163,000 gold equivalent ounces annually over a
12-year span. The Company is now evaluating the integration of the Ranch project, aiming to enhance
these figures and bolster the overall potential. Central to this ambition is the 50,000-metre drill program,
designed to define the high-grade underground resource at Lawyers and augment the near-surface high-
grade deposits at Ranch. The Company's roadmap includes the release of a global Company resource
estimate by Q2 2024, followed by an updated Preliminary Economic Assessment in Q3 2024. Through
these strategic initiatives, Thesis Gold aspires to rise to the forefront of global precious metals ventures.
For further information or investor relations inquiries, please contact:
Dave Burwell
Vice President Corporate Development
Email:
Tel: 403-410-7907
Toll Free: 1-888-221-0915
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 press release.
Cautionary Statement Regarding Forward-Looking Information
This press release contains "forward-looking information" within the meaning of applicable Canadian
securities legislation. Forward-looking information includes, without limitation, statements regarding
the Offering, including the volume and timing of the closing of the second tranche, intended use of
proceeds from the Offering, and the future plans or prospects of the Company. Generally, forward-
looking information can be identified by the use of forward-looking terminology such as "plans",
"expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases
or state that certain actions, events or results "may", "could", "would", "might" or "will be taken",
"occur" or "be achieved". Forward-looking statements are necessarily based upon a number of
assumptions that, while considered reasonable by management, are inherently subject to business,
market, and economic risks, uncertainties, and contingencies that may cause actual results,
performance, or achievements to be materially different from those expressed or implied by forward-
looking statements. Although the Company has attempted to identify important factors that could
cause actual results to differ materially from those contained in 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 information 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 information. Other factors which could materially affect such
forward-looking information are described in the risk factors in the Company's most recent annual
management's discussion and analysis, which is available on the Company's profile on SEDAR+ at
www.sedarplus.ca
. The Company does not undertake to update any forward-looking information,
except in accordance with applicable securities laws.
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STATES
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