Gold79 Announces Closing of Private Placement Financing
Gold79 Announces Closing of Private
Placement Financing
Ottawa, Ontario--(Newsfile Corp. - November 26, 2020) - Gold79 Mines Ltd. (TSXV: AUU) ("Gold79" or
the "Company") announces that it has closed its non-brokered private placement financing raising gross
proceeds of $288,500 with the issuance of a total of 2,885,000 units at $0.10 per unit (the "Offering").
Each unit consists of one common share of the Company and one-half common share purchase warrant.
A total of 1,442,500 warrants were issued entitling the holders to purchase one common share of the
Company at a price of $0.15 per share until November 25, 2022.
In connection with the Offering, the Company has paid eligible finders cash commissions in the amount
of $1,410 and an aggregate of 14,100 finder warrants ("Finder Warrants").
Each Finder Warrant entitles
the finder to acquire one common share at an exercise price of $0.15 and is exercisable until November
25, 2022.
The Offering is subject to final approval of the TSX Venture Exchange.
All securities issued under the
Offering are subject to a statutory hold period until March 26, 2021.
A director of the Company, Derek Macpherson, participated in the private placement and acquired
100,000 units for $10,000.
The participation of this insider in the private placement constitutes a Related
Party Transaction within the meaning of Multilateral Instrument 61-101 Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). The board of directors of the Company, with Mr.
Macpherson abstaining, determined that the transaction is exempt from the formal valuation and minority
shareholder approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 for the
related party transaction, as neither the fair market value of securities issued to the insider nor the
consideration paid by the insider exceeded 25 percent of the Company's market capitalization. The
Company did not file a material change report in respect of the transaction 21 days in advance of the
closing of the private placement because insider participation had not been confirmed. The shorter
period was necessary in order to permit the Company to close the private placement in a timeframe
consistent with usual market practice for transactions of this nature.
The proceeds raised under the Offering will be used for exploration expenditures related to the Gold
Chain, Arizona project; the Jefferson Canyon, Nevada project; the Tip Top Gold, Nevada project; and, for
working capital and general corporate purposes.
The offered securities will not be registered under the United States Securities Act of 1933, as amended
(the "U.S. Securities Act") and may not be offered or sold within the United States or to or for the account
or benefit of U.S. persons, except in certain transactions exempt from the registration requirements of
the U.S. Securities Act.
This press release does not constitute an offer to sell, or the solicitation of an
offer to buy, securities of the Company in the United States.
About Gold79 Mines Ltd.
Gold79 Mines Ltd. (formerly Aura Resources Inc.) is a TSX Venture listed company engaged in the
acquisition, exploration and development of precious metal prospects in the Southwest USA. Gold79
holds 100% earn-in option and / or purchase agreements on three gold projects: the Jefferson Canyon
Gold Project and the Tip Top Gold Project both located in Nevada, USA; and, the Gold Chain Project
located in northern Arizona, USA. Gold79 also holds two projects with minority interest being a 37.1%
interest in the Greyhound Project, Nunavut, Canada under JV and operated by Agnico Eagle Mines
Limited and a 20% interest in the Taviche Project in Oaxaca, Mexico which is operated by Minaurum
Gold Inc.
For further information regarding this press release contact:
Gary Thompson, Chief Executive
Officer and Executive Chairman by email at
. Gold79's website is located at
www.gold79mines.com
.
FORWARD-LOOKING STATEMENTS:
This press release may contain forward looking statements that are made as of the date hereof and
are based on current expectations, forecasts and assumptions which involve risks and uncertainties
associated with our business including any private placement financings, the uncertainty as to whether
further exploration will result in the target(s) being delineated as a mineral resource, capital
expenditures, operating costs, mineral resources, recovery rates, grades and prices, estimated goals,
expansion and growth of the business and operations, plans and references to the Company's future
successes with its business and the economic environment in which the business operates. All such
statements are made pursuant to the 'safe harbour' provisions of, and are intended to be forward-
looking statements under, applicable Canadian securities legislation. Any statements contained
herein that are statements of historical facts may be deemed to be forward-looking statements. By
their nature, forward-looking statements require us to make assumptions and are subject to inherent
risks and uncertainties. We caution readers of this news release not to place undue reliance on our
forward-looking statements as a number of factors could cause actual results or conditions to differ
materially from current expectations. Please refer to the risks set forth in the Company's most recent
annual MD&A and the Company's continuous disclosure documents that can be found on SEDAR at
www.sedar.com. Gold79 does not intend, and disclaims any obligation, except as required by law, to
update or revise any forward-looking statements 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 RELEASE OR DISTRIBUTION IN THE UNITED STATES OR
FOR DISSEMINATION TO
U.S NEWS WIRE SERVICES
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