DISSEMINATION IN THE UNITE D STATES . NR 19-9 Viva Gold Closes First Tranche of Private Placement and Extends Offering
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITE D STATES .
NR 19-9
Viva Gold Closes First Tranche of Private Placement and Extends Offering
VANCOUVER, BC – July 3, 2019 - Viva Gold Corp. ("Viva Gold" or the “Company”) (TSX Venture
Exchange: VAU) announces that it has closed the first tranche of the non-brokered private placement (the
"Offering") described in its news releases of April 3, 2019 and May 23, 2019. In connection with the closing
of the first tranche , the Company issued an aggregate of 2,198,334 units (the "Units") at a price of
CDN$0.30 per Unit for gross proceeds of CDN$ 659,500. Each Unit consists of one common share in the
capital of the Company (a “Share”) and one whole transferable common share purchase warrant (a
“Warrant”). Each whole Warrant is exercisable to acquire one Share at an exercise price of CDN$0.40 per
Share until July 3, 2021 which is 24 months from the date of issuan ce. Viva has extended the Offering an
additional 30 days and anticipates closing on a second tranche in late July, early August.
Proceeds will be utilized to complete additional step-out and infill drilling to further increase resource size
and confidence levels; metallurgical testwork, and base-line environmental study work; all on the Tonopah
Project in western Nevada; and for general corporate working capital purposes.
This transaction constituted a "related party transaction" as defined under Multilateral Instrument 61 -101
Protection of Minority Security Holders in Special Transactions (“MI 61 -101”). Such participation is
exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither
the fair market value of the Units acquired by the insiders, nor the consideration for the Units paid by such
insiders, exceed 25% of the Company's market capitalization. As required by MI 61 -101, the Company
advises that it expects to file a material change report relating to the Offering less than 21 days before
completion of the Offering, which is necessary to complete the Offering in an expeditious manner and is
reasonable in the circumstances.
The Company will pay aggregate finder’s fees of CDN$8,256.00, payable in cash, in connecti on with
subscriptions from subscribers introduced to the first tranche of the Offering by Canaccord Genuity Corp,
BMO Nesbitt Burns and Echelon Wealth Partners Inc. The Offering remains subject to final approval of
the TSX Venture Exchange.
The securities issued under the Offering, and any Shares that may be issuable on exercise of any such
securities, will be subject to a statutory hold period expiring four months and one day from the date of
issuance of such securities.
About Viva Gold
Viva Gold is a gold exploration and development company with a focus on Nevada. Viva holds 100% of
the Tonopah Gold Project, a large land position with demonstrated high-grade measured, indicated and
inferred gold resources, located on the prolific Walker Lane Trend in Nevada, 36 kilometers south-east
of the Round Mountain mine of Kinross Gold and 30 kilometers from the Town of Tonopah. Viva’s
management team has extensive experience in mining exploration, development and production and are
supported by a Board of Directors and advisors who are proven mine finders, deal makers and financiers.
Viva trades on the TSX-V as “VAU”, on the OTCBB in t he US as “VAUCF” and on the Frankfurt
exchange under “7PB”. For additional information on Viva Gold and the Tonopah Gold Project, please
visit our website: www.vivagoldcorp.com.
For further information please contact:
James Hesketh, President & CEO
(720) 291-1775
Valerie Kimball, Director of Investor Relations
720-933-1150
Neither the TSX Venture Exchange nor its Regulation Service Provider (as the term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy of this news release.
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.
Cautionary Statement Regarding Forward-Looking Information
Certain information contained in this news release constitutes “forward -looking information” or
“forward-looking statements” (collectively, “forward - looking information”). Without limiting the
foregoing, such forward-looking information includes statements regarding the process and completion
of the Offering, the use of proceeds of the Offering and any statements regarding the Company’s business
plans, expectations and objectives. In this news release, words such as “may”, “would”, “could”, “will”,
“likely”, “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate” and similar words and the
negative form thereof are used to identify forward -looking information. Forward looking information
should not be read as guarantees of future performance or results, and will not necessarily be accurate
indications of whether, or the times at or by which, such future performance will be achieved. Forward -
looking information is based on information available at the time and/or the Company management’s
good faith belief with respect to future events and is subject to known or unknown risks, uncertainties,
assumptions and other unpredictable factors, many of which are beyo nd the Company’s control. For
additional information with respect to these and other factors and assumptions underlying the forward -
looking information made in this news release, see the Company’s most recent Management’s Discussion
and Analysis and financ ial statements and other documents filed by the Company with the Canadian
securities commissions and the discussion of risk factors set out therein. Such documents are available at
www.sedar.com under the Company’s profile and on the Company’s website, https://vivagoldcorp.com/.
The forward-looking information set forth herein reflects the Company’s expectations as at the date of
this news release and is subject to change after such date. The Company disclaims any inten tion or
obligation to update or revise any forward -looking information, whether as a result of new information,
future events or otherwise, other than as required by law.