TSXV – BN.H
VANCOUVER, Nov. 2, 2018 /CNW/ - Bluenose Gold Corp.
(TSXV – BN.H) (the "Company") is pleased to
announce that Brian T. O'Neill and
Matthew Lawson have been appointed
to the Company's board of directors and the Company has appointed
Joanna Vastardis as Chief Financial
Officer and Corporate Secretary following the resignation of
Gwendolyn Wegner. Kevin Addie and Barry
Brown have resigned from the board and the board would like
to thank them for their services. The Company further
announces it has entered into a mandate agreement with Fiore
Management & Advisory Corp. to provide financial advice and
corporate administration.
In conjunction with the changes to the board, the Company will
complete a private placement financing of one million
post-consolidated common shares at a price of $0.20 per share for aggregate proceeds of
$200,000, subject to the approval of
the TSX Venture Exchange ("the Financing"). Proceeds from
the Financing will be used for working capital, G & A for the
next 12 months, for review and completion of due diligence on
potential acquisitions.
In connection with the foregoing appointments, an aggregate of
3,300,000 post-consolidated incentive stock options have been
granted to directors, officers, consultants and charitable
organizations at a price of $0.21 per
share, exercisable for a period of 10 years, subject to TSXV
approval.
The Company has been advised that Frank
Giustra and his related entities will acquire an aggregate
of 11,700,000 post-consolidated common shares of the Company
representing 11.14% of the issued and outstanding post-consolidated
common shares of the Company pursuant to a private transaction.
Radcliffe Corporation, Fiore Financial Corp. and Fiore Farms
Inc. (companies indirectly owned by Mr. Giustra) will acquire an
aggregate of 4,000,000 post-consolidated common shares,
representing 3.81% of the issued and outstanding common shares of
the Company. Canada Life Ltd. through an investment account
controlled and directed by Mr. Giustra) and The Giustra Foundation
(a charitable organization controlled by Mr. Giustra) will acquire
7,700,000 post-consolidated common shares of the Company
representing in aggregate 7.64% of the issued and outstanding
shares of the Company. Following these transactions, Mr. Giustra
will have indirect ownership and/or control, over an aggregate of
11,700,000 post-consolidated common shares of the Company
representing 11.14% and would have indirect ownership and/or
control over an aggregate of 12,050,000 post-consolidated common
shares representing 11.43% on a partially diluted basis, assuming
the exercise of 350,000 incentive stock options granted to the
Giustra Foundation.
The Company further announces that Brian
Paes-Braga and his related entities will acquire 13,700,000
post-consolidated common shares of the Company representing 13.05%
of the issued and outstanding post-consolidated common shares of
the Company pursuant to a private transaction. Quiet Cove
Investment Corp. (a company indirectly owned by Mr. Paes-Braga)
will acquire an aggregate of 13,700,000 post-consolidated common
shares, representing 13.05% of the issued and outstanding common
shares of the Company. Following these transactions, Mr.
Paes-Braga will have indirect ownership and/or control, over an
aggregate of 13,700,000 post-consolidated common shares of the
Company presenting 13.05% and would have indirect ownership and/or
control, over an aggregate of 14,050,000 post-consolidated common
shares representing 13.33% on a partially diluted basis, assuming
the exercise of 350,000 incentive stock options granted to the
Quiet Cove Foundation, a charitable organization controlled by Mr.
Paes-Braga.
The Company has been advised that Mr. Giustra and his related
entities and Mr. Paes-Braga and his related entities will acquire
these securities for investment purposes and will be disclosed in
Early Warning Reports to be filed on SEDAR. Mr. Giustra and
Mr. Paes-Braga may in the future acquire or dispose of securities
of the Company, through the market, privately or otherwise, as
circumstances or market conditions warrant.
On behalf of BLUENOSE GOLD CORP.
"Raymond
Roland"
Chief Executive
Officer
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.
SOURCE Bluenose Gold Corp.
