Nr 19-15 Viva GOLD Closes First Tranche of Private Placement
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES.
NR 19-15
VIVA GOLD CLOSES FIRST TRANCHE OF PRIVATE PLACEMENT
VANCOUVER, BC – December 24, 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 release of December 4, 2019. In connection with the
closing of the Offering, the Company issued an aggregate of 2,007,480 units (the "Units") at a price of
CDN$0.24 per Unit for gross proceeds of CDN$481,795. 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$0.34 per
Share until December 23, 2021 which is 24 months from the date of issuance.
Net proceeds of the Offering will be utilized to complete a Preliminary Economic Assessment and other
technical work on its Tonopah Gold Project in Western Nevada; and for general 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 Offerin g 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$18,880.01, payable in cash, in connecti on with
subscriptions from subscribers introduced to the Offering by Canaccord Genuity Corp and Mann Mann Jensen
Partners Ltd.
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.
Tonopah Project - Revised NI43-101 Filing
Viva has filed a revised NI 43-101 Report on Mineral Resources, Tonopah Project, Nye County, Nevada
(Revised), dated December 17, 2019, which includes following language clarifying Sections 1.12 and 16.1
of the report: “The 2019 block model for the Tonopah project was extended for the first time to incorporate
the Midway Hills area. This work developed an exploration target of 1.6-2 million tonnes with a potential
grade of 0.45 to 0.55 gpt or approximately 25 -30 thousand gold ounces. Tonnes and grade for this
exploration target are based on interpolation from a number of drill hole intersections in the area, but
mineralization is not fully delineated by drilling or constrained geologically. The potential quantity and
grade is conceptual in nature. There has been insufficient exploration to define a mineral resource and it is
uncertain if further exploration will result in the target being delineated as a mineral resource”. Thomas C.
Matthews, MMSA-QP, an Independent Qualified Person as defined by the Canadian Securities
Administrators' National Instrument 43-101, Standards of Disclosure for Mineral Projects, was responsible
for the preparation of the report.
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, approximately 40 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 the 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 beyond 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 financial 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 intention 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.