True North Gems Annouces Proposed Financing
True North Gems Annouces Proposed Financing
Vancouver – January 2, 2019 – True North Gems Inc. (TGX: TSX- V) (“True North” “TGX” or the “Company”)
announces that the Company i s seeking to complete a non -brokered private placement offering for total gross proceeds
of up to $750,000. Pursuant to the offering, the Company will issue up to 10 million units at a price of 7.5 cents per unit.
Each unit shall comprise one post -consolidated common share and one warrant exercisable at ten cents to acquire an
additional post -consolidation common share, for a period of three years. The Company will be seeking shareholder
approval of the consolidation at its annual and special shareholders meeting to be held on Jan. 21, 2019. Upon completion
of the consolidation, the existing 35,773,538 common shares will be consolidated on a one -new-share-for-10-old-shares
basis, such that the issued capital will be 3,577,353 common shares. No fractional sha res will be issued. There shall be
no change in the Company's name or trading symbol. The net proceeds raised from the private placement will be used for
working capital and general corporate purposes.
The common shares issued to subscribers residing in Canada in the offering will be subject to a statutory four-month hold
period. The offering is subject to certain closing conditions, including, but not limited to, the receipt of applicable
regulatory approvals including approval of the TSX Venture Exchange and the completion of required regulatory filings
with the TSX-V. Finder's fees may be paid in connection with the offering.
Glen Macdonald, Director
On behalf of the Board of Directors of True North Gems Inc.
For further information, contact:
Email: [email protected]
www.truenorthgems.com
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.
This document contains “forward-looking information” and “forward-looking statements” (together, “forward-looking
statements”) within the meaning of applicable securities legislation, which are made as of the date of this document or
the document(s) referred to herein. Statements that express predictions, expectations, beliefs, plans, projections,
objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”,
“anticipates”, “plans”, “projects”, “estimates”, “intends”, “strategy”, “goals”, “objectives” or variations thereof or
stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved,
or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-
looking statements. Forward-looking statements include, without limitation, statements with respect to: the amount
of mineral reserves and mineral resources; the amount of future production over any period; net present value and
internal rates of return of the proposed mining operation; capital costs; operating costs; strip ratios and mining rates;
and mine life. The forward-looking statements are made based upon certain assumptions which, if untrue, could cause
the actual results, performances or achievements of the Company to be materially different from future results,
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performances or achievements expressed or implied by the forward -looking statements. These assumptions include,
without limitation: the price of gemstone products produced; anticipated costs; the presence of and continuity of
gemstones at modeled grades and values; the capacities of various m achinery and equipment; the availability of
personnel, machinery and equipment at estimated prices; exchange rates; appropriate discount rates; tax rates
applicable to the proposed mining operation; financing structure and costs; anticipated mining losses and dilution;
gemstone recovery rates; reasonable contingency requirements; and receipt of regulatory approvals on acceptable terms.
By their very nature, forward -looking statements involve inherent risks and uncertainties that could cause actual
results, performances or achievements to differ materially from those in the forward-looking statements. These include,
without limitation: price volatility, discrepancies between actual and estimated production, mineral reserves and
resources and metallurgical rec overies, mining operational and development risks, regulatory restrictions (including
environmental regulatory restrictions and liability), activities by governmental authorities (including changes in
taxation), currency fluctuations, the speculative nature of gemstone exploration, the global economic climate, dilution,
share price volatility, competition, loss of key employees; additional funding requirements and defective title to mineral
claims or property]. This list is not exhaustive. See also, for example, the risks disclosed in the Company’s other disclosure
documents filed at www.sedar.com, including, without limitation, those disclosed in the Company’s management’s
discussion & analysis. The Company expressly disclaims any intention or obligation to update or revise any forward -
looking statements, except as otherwise required by applicable securities legislation.