Visionary Gold Corp. Announces Related Party Loan
Visionary Gold Corp. Announces Related Party Loan
Vancouver, British Columbia – February 10, 2023 – Visionary Gold Corp. (TSXV:VIZ)
("Visionary" or the "Company") has entered into an unsecured promissory note (the
"Promissory Note") to borrow USD$350,000 (the "Loan") from Wes Adams (the " Lender").
The principal amount of the Loan under the Promissory Note shall bear interest at a rate of 2.0%
per annum and the Loan shall mature on the date that is 12 months from the date of the
Promissory Note. The Loan may be paid at any time without notice, bonus or penalty.
The proceeds of the Loan will be used to fund the Company's 2023 exploration program and for
general working capital purposes.
The Lender is a director and the Chief Executive Officer of the Company. Accordingly, the Loan
is considered a " related party transaction " under Multilateral Instrument 61 -101 – Protection of
Minority Securityholders in Special Transactions (" MI 61-101"). The Company intends to rely
on exemptions from the valuation and the minority approval requirements of MI 61- 101
provided for in subsections 5.5(a) and 5.7(1)(a) of MI 61- 101, respectively, as the fair market
value of the Loan does not represent more than 25% of the Company's market capitalization as
determined in accordance with MI 61 -101. The Loan has been provided on reasonable
commercial terms that are not less advantageous to the Company than if it were obtained from an
arm's length party . The Loan has been approved by the directors of the Company who are
independent in connection with the Loan.
The Company did not file a material change report more than 21 day s before the expected
closing of the Loan, as the details of the Loan were not finalized until immediately prior to the
closing and the Company wished to close the transaction as soon as practicable for sound
business reasons.
This news release does not constitute an offer of securities for sale in the United States. The
securities being offered have not been, nor will they be, registered under the Unit ed States
Securities Act of 1933, as amended, and such securities may not be offered or sold within the
United States absent U.S. registration or an applicable exemption from U.S. registration
requirements.
About Visionary Gold Corp:
Visionary Gold Corp is a Vancouver -based mineral exploration company focused on making
new precious and base metals discoveries in Fremont County, Wyoming . Visionary's mission is
to explore responsibly and to develop resources in a manner that is acceptable to all stakeholders.
While central Wyoming has a strong mining history, it has never been systematically explored
using modern techniques. The Company now controls a land package greater than 50 square
kilometres with numerous drill ready targets, all acc essible by road and within a one -hour drive
from Visionary's US headquarters in Lander Wyoming.
For additional information, please visit:
www.visionarygoldcorp.com
Contact:
Wes Adams, Chief Executive Officer
Visionary Gold Corp.
410-325 Howe Street
Vancouver, BC V6C 1Z7
Tel: (303) 809-4668
FORWARD-LOOKING STATEMENTS
This news release contains "forward -looking statements" within the meaning of Canadian securities
legislation. These include, without limitation, statements with respect to the use of proceeds and
repayment of the Loan. Forward-looking statements are necessarily based on a number of estimates and
assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and
other factors which may cause actual results and future events to differ materially from those expressed or
implied by such forward- looking statements. Such factors include, but are not limited to the Company
choosing to defer, accelerate or abandon its exploration plans; general business, economic and regulatory
risks; capital and operating costs varying significantly from management estimates; delays in obtaining or
failures to obtain required governmental, environmental or other project approvals; uncertainties relating
to the availability and costs of financing needed in the future; inflation; fluctuations in commodity prices;
delays in the development of projects; and the other risks involved in the mineral exploration and
development industry generally. Although the Company believes that the assumptions and factors used in
preparing the forward- looking statements are reasonable, undue reliance should not be placed on these
statements, which only apply as of the date of this news release, and no assurance can be given that such
events will occur in the disclosed time frames or at all. Except where required by l aw, the Company
disclaims any intention or obligation to update or revise any forward- looking statement, whether as a
result of new information, future events, or otherwise.
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.
Not for distribution to United States Newswire Services or for dissemination in the United States