VANCOUVER, BC, March 30,
2023 /CNW/ - Freegold Ventures Limited (TSX: FVL)
("Freegold" or the "Company"), is pleased to announce
that further to its news release of March
10, 2023, the Company has closed its upsized brokered
private placement offering for aggregate gross proceeds of
$16,524,000, which included the
partial exercise of the over-allotment option (the
"Offering"). Paradigm Capital acted as sole agent (the
"Agent") on the Offering.
In connection with the Offering, the Company entered into an
agency agreement (the "Agency Agreement") dated March 30, 2023, between the Company and the
Agent. In accordance with the Agency Agreement, 41,310,000 units of
the Company (the "Units") were issued at a price of
$0.40 per Unit. Each Unit is
comprised of one common share of the Company (a "Unit
Share") and one-half of one common share purchase warrant of
the Company (each whole warrant, a "Warrant"). Each Warrant
is exercisable to acquire one common share of the Company (a
"Warrant Share") for 24 months from today's date at an
exercise price of $0.52 per Warrant
Share.
The Company (i) paid to the Agents a cash commission equal to 7%
of the gross proceeds, and (ii) issued to the Agent broker warrants
(the "Broker Warrants") entitling the Agent, from time to
time for a period of 24 months from the Closing Date, to acquire
that number of common shares of the Company (the "Broker
Shares") that is equal to 7% of the number of Units issued
pursuant to the Offering (including pursuant to the exercise of the
over-allotment option), at an exercise price of $0.47 per Broker Share.
Mr. Eric Sprott has invested
$1.5 million in the Offering and upon
the closing of the Offering, his interest in the Company will be
approximately 25%.
The Offering is subject to regulatory approval and all
securities issued pursuant to the Offering will have a hold
period of four months and one day.
The Company intends to use the net proceeds from the Offering
for general working capital and corporate purposes.
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 U.S. state security laws, and may not
be offered or sold in the United
States without registration under the U.S. Securities Act
and all applicable state securities laws or compliance with
requirements of an applicable exemption therefrom. This press
release shall not constitute an offer to sell or the solicitation
of an offer to buy securities in the
United States, nor shall there be any sale of these
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful.
About Freegold Ventures
Limited
Freegold is a TSX-listed company focused on exploration in
Alaska and holds the Golden Summit
Gold Project near Fairbanks and
the Shorty Creek Copper-Gold Project near Livengood through
leases.
Forward-looking Information Cautionary Statement
This press release contains statements that constitute
"forward-looking information" (collectively, "forward-looking
statements") within the meaning of the applicable Canadian
securities legislation. All statements, other than statements of
historical fact, are forward-looking statements and are based on
expectations, estimates and projections as at the date of this
press release. Any statement that discusses predictions,
expectations, beliefs, plans, projections, objectives, assumptions,
future events or performance (often but not always using phrases
such as "expects", or "does not expect", "is expected",
"anticipates" or "does not anticipate", "plans", "budget",
"scheduled", "forecasts", "estimates", "believes" or "intends" or
variations of such words and phrases or stating that certain
actions, events or results "may" or "could", "would", "might" or
"will" be taken to occur or be achieved) are not statements of
historical fact and may be forward-looking statements.
Forward-looking statements contained in this press release,
include, without limitation, statements regarding the completion
of, and the use of proceeds from, the Offering. In making the
forward-looking statements contained in this press release, the
Company has made certain assumptions. Although the Company believes
that the expectations reflected in forward-looking statements are
reasonable, it can give no assurance that the expectations of any
forward-looking statements will prove to be correct. Known and
unknown risks, uncertainties, and other factors may cause the
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: availability of financing;
delay or failure to receive required permits or regulatory
approvals; and general business, economic, competitive, political
and social uncertainties. Accordingly, readers should not place
undue reliance on the forward-looking statements and information
contained in this press release. Except as required by law, the
Company disclaims any intention and assumes no obligation to update
or revise any forward-looking statements to reflect actual results,
whether as a result of new information, future events, changes in
assumptions, changes in factors affecting such forward-looking
statements or otherwise. See Freegold's Annual Information Form for
the year ended December 31 2021,
filed under Freegold's profile at www.sedar.com, for a detailed
discussion of the risk factors associated with Freegold's
operations
On January 30, 2020, the World
Health Organization declared the COVID-19 outbreak a global health
emergency. Reactions to the spread of COVID-19 continue to lead to,
among other things, significant restrictions on travel, business
closures, quarantines, and a general reduction in economic
activity. While there has been a reduction in these effects in
recent months, the continuation and re-introduction of significant
restrictions, business disruptions, and related financial impact,
and the duration of any such disruptions, cannot be reasonably
estimated at this time. The risks to Freegold of such public health
crises also include risks to employee health and safety and a
slowdown or temporary suspension of operations in geographic
locations impacted by an outbreak. Such public health crises, as
well as global geopolitical crises, can result in volatility and
disruptions in the supply and demand for various products and
services, global supply chains, and financial markets, as well as
declining trade and market sentiment and reduced mobility of
people, all of which could affect interest rates, credit ratings,
credit risk, and inflation. As a result of the COVID-19 outbreak,
Freegold has implemented a COVID management program and established
a full-service Camp at Golden Summit to attempt to mitigate risks
to its employees, contractors, and community. While the extent to
which COVID-19 may impact Freegold is uncertain, it is possible
that COVID-19 may have a material adverse effect on Freegold's
business, results of operations, and financial condition.
SOURCE Freegold Ventures Limited
