Unigold Announces Closing of First Tranche of Non-Brokered Private Placement of up to $1,600,000
08 9월 2022 - 6:30AM
Unigold Inc. (“Unigold” or the “Company”) (TSX-V:UGD, OTCQX:UGDIF,
FSE:UGB1) is pleased to announce that it has closed a first tranche
(“First Tranche”) of a non-brokered private placement of up to
20,000,000 units of the Company (each, a "Unit") at a price of
$0.08 per Unit for gross proceeds of up to $1,600,000 (the
"Offering"). Each Unit consists of one common share of the Company
(a "Common Share") and one-half of one common share purchase
warrant (each whole common share purchase warrant, a "Warrant").
Each Warrant will entitle the holder thereof to purchase one Common
Share at an exercise price of $0.30 until the date that is the
earlier of: (i) one year following the date of issue, or (ii) 30
days after the date on which the Company gives notice of
acceleration, which notice may be provided no earlier than four
months and twenty-one days from the date of issue if the closing
price of the Common Shares on a stock exchange in Canada is higher
than $0.60 per Common Share for more than 20 consecutive trading
days.
The Company has issued 17,500,000 units for
aggregate gross proceeds of $1,400,000. No finders were paid in
connection with this closing of the Offering. The proceeds from the
Offering will be used to fund the Company's continued exploration
and development on its Neita Concession in the Dominican Republic,
and for general working capital purposes. All securities issued
under the Offering are subject to a four-month hold period until
January 7, 2023. The Offering is subject to final acceptance of the
TSX Venture Exchange.
The following "insiders" of the Company
subscribed for Units under the Offering:
Insider |
Insider Relationship |
Units Purchased |
Joseph Hamilton |
Director of Issuer |
1,000,000 |
Normand Tremblay(1) |
Director of Issuer |
400,000 |
|
Total: |
1,400,000 |
(1) 6545921 Canada
Inc., a holding company of Mr. Normand Tremblay, subscribed to the
Offering. |
Each subscription by an "insider" is considered
to be a "related party transaction" for purposes of Multilateral
Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions ("MI 61- 101") and Policy 5.9 – Protection of
Minority Security Holders in Special Transactions of the TSX
Venture Exchange. Pursuant to MI 61-101, the Company will file a
material change report providing disclosure in relation to each
"related party transaction" on SEDAR under the Company's issuer
profile at www.sedar.com. The Company did not file the material
change report more than 21 days before the expected closing date of
the Offering as the details of the Offering and the participation
therein by each "related party" of the Company were not settled
until shortly prior to the closing of the Offering, and the Company
wished to close the Offering on an expedited basis for sound
business reasons. The Company is relying on exemptions from the
formal valuation and minority shareholder approval requirements
available under MI 61-101. The Company is exempt from the formal
valuation requirement in section 5.4 of MI 61-101 in reliance on
sections 5.5(a) and (b) of MI 61-101 as the fair market value of
the transaction, insofar as it involves interested parties, is not
more than the 25% of the Company's market capitalization, and no
securities of the Company are listed or quoted for trading on
prescribed stock exchanges or stock markets. Additionally, the
Company is exempt from minority shareholder approval requirement in
section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) as the
fair market value of the transaction, insofar as it involves
interested parties, is not more than the 25% of the Company's
market capitalization.
The securities offered have not been registered
under the U.S. Securities Act of 1933, as amended, and may not be
offered or sold in the United States absent registration or an
applicable exemption from the registration requirements.
About Unigold Inc. – Discovering Gold in the
Caribbean
Unigold is a Canadian based mineral exploration
company traded on the TSX Venture Exchange under the symbol UGD,
the OTCQX exchange under the symbol UGDIF, and on the Frankfurt
Stock Exchange under the symbol UGB1. The multi-million ounce
Candelones gold deposits are within the 100% owned Neita Fase II
exploration concession located in Dajabón province, in the
northwest part of the Dominican Republic. In the third quarter of
2022 the Company expects to deliver a feasibility study and a
baseline environmental report for the Oxide portion of the
Candelones deposit. The Company applied to convert a part of the
Neita Fase II concession into an Exploitation Concession in late
February 2022. The application has moved smoothly through various
permitting stages and the Company expects that a decision will be
given on the application in the third quarter of 2022. Unigold has
been active in the Dominican Republic since 2002 and remains the
most active exploration Company in the country. The Neita Fase II
exploration concession is the largest single exploration concession
covering volcanic rocks of the Cretaceous Tireo Formation. This
island arc terrain is host to Volcanogenic Massive Sulphide
deposits, Intermediate and High Sulphidation Epithermal Systems and
Copper-gold porphyry systems. Unigold has identified over 20 areas
within the concession area that host surface expressions of gold
systems. Unigold has been concentrating on the Candelones
mineralization and is moving to bring these deposits into
production.
Forward-looking Statements
Certain statements contained in this document,
including statements regarding events and financial trends that may
affect our future operating results, financial position and cash
flows, may constitute forward-looking statements within the meaning
of the federal securities laws. These statements are based on our
assumptions and estimates and are subject to risk and
uncertainties. You can identify these forward-looking statements by
the use of words like “strategy”, “expects”, “plans”, “believes”,
“will”, “estimates”, “intends”, “projects”, “goals”, “targets”, and
other words of similar meaning. You can also identify them by the
fact that they do not relate strictly to historical or current
facts. We wish to caution you that such statements contained are
just predictions or opinions and that actual events or results may
differ materially. The forward-looking statements contained in this
document are made as of the date hereof and we assume no obligation
to update the forward-looking statements, or to update the reasons
why actual results could differ materially from those projected in
the forward-looking statements. Where applicable, we claim the
protection of the safe harbour for forward- looking statements
provided by the (United States) Private Securities Litigation
Reform Act of 1995.
Neither 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.
For further information please visit www.unigoldinc.com or contact:
Mr. Joseph Hamilton
Chairman & CEO
jhamilton@unigoldinc.com
T. (416) 866-8157
Unigold (TSXV:UGD)
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