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Not to be distributed to the U.S. News Agency or spread in the United States.
Vancouver, British Columbia, June 8, 2021 (Global News Service)-St. James Gold Company. (This “the company“) (Toronto Stock Exchange:the Lord) (Over-the-counter market:LRDJF) (FSE: BVU3) I’m pleased to announce that it has partnered with Canaccord Genuity Corp. (“agent“) Amend the terms of brokerage private placement (“provide“) was previously announced by the company on May 12, 2021.
This issuance will include: (i) up to 2,170,000 companies (each, “unit“) at a price of US$3.00 per unit; and (ii) the company has a maximum of 833,333 circulating units (each, one “FT unit“) At a price of US$3.60 per FT unit, in any combination, the total revenue does not exceed US$6,510,000, as long as the total number of units issued under the sale and the total number of FT units does not exceed 2,170,000.
Each unit shall consist of one common share in the company’s capital (each share, “Common stock“) and a common stock purchase warrant (for each warrant, one “Guarantee“), each warrant entitles its holder to purchase one additional common share at an exercise price of US$3.90 within three (3) years from the delivery date.
Each FT unit shall consist of one common share (each share, “Financial Times Sharing“) A “tradable share” as defined in Article 66(15) Income Tax Law (Canada)(“Tax law“) and a warrant. Each warrant grants its holder the right to purchase an additional common stock. The common stock does not meet the conditions of “tradable shares”. The exercise price is US$3.90 and the term is free The expiry date of three (3) years from the effective date of the warrant.
The company has granted the agency option, which can be exercised in whole or in part at any time before the deadline to expand the sale scale to up to 500,000 units to raise additional total proceeds of up to 1,500,000 US dollars.
The sale will be carried out in accordance with the terms of the agency agreement signed between the company and the agency on or before the deadline. The company has agreed to pay the agent a cash fee equivalent to 6.0% of the total proceeds from the sale and issue brokerage warrants equivalent to 6.0% of the number of units sold under the offer and the number of FT units (each “Brokerage warrant“). Each brokerage warrant can be exercised to purchase a unit at an exercise price of US$3.00 within three (3) years from the delivery date. In addition, the company has agreed to pay the agent a corporate financing unit, which is equivalent to 2.0% of the number of units sold and FT units on sale.
The company intends to use the net proceeds from the sale to pay the down payment for the Florin Gold project acquisition, the company’s drilling options for the Florin Gold project and the Newfoundland property, and for general corporate purposes. The total proceeds raised from the sale of FT units will only be used to generate “Canadian exploration expenses”, that is, the company’s “mobile mining expenses” for the option of the Florin Gold project (as the term is defined in the tax law) and Newfoundland real estate.
The sale will be conducted in all provinces of Canada and the United States under the private placement exemption, and in other jurisdictions agreed by the company and the agent. The conclusion of this offering depends on obtaining all necessary approvals from the TSX Venture Exchange (“TSX Venture Exchange”).Toronto Stock Exchange“. This sale will take place on June 25, 2021 or the company and the agent (“deadline“). In accordance with applicable Canadian securities laws, all issued and issuable securities related to this issuance will be subject to a holding period of four (4) months from the cut-off date.
This press release does not constitute an offer or solicitation of an offer to buy securities in the United States, nor may any such offer, invitation or sale of securities be sold in jurisdictions where such offers, invitations or sales are illegal.The securities to be offered have not been and will not be registered in the U.S. Securities Act of 1933, As amended (“we. Securities Law“) or under any U.S. state securities laws, may not be offered or sold in the U.S. or for American accounts or benefits, without registration or applicable exemption from U.S. securities law registration requirements and applicable state securities laws.
About Saint James Gold Company
St. James Gold Corp. is a public company listed on TSXV with the trading code “LORD”, the OTCQB trading code on the US market is “LRDJF”, and it is listed on the Frankfurt Stock Exchange with the trading code “BVU3”. The company focuses on acquiring potential exploration projects with clear geological theories, integrating all available geological, geochemical and geophysical data sets, and funding effective exploration plans to create shareholder value through the discovery and development of economic mineral deposits. The company currently has the option to acquire a 100% interest in 29 debts on 1,791 acres of land located in the Gander gold mining area in north-central Newfoundland, which is adjacent to the Queensway North project of New Found Gold Corp., and the option to acquire a 100% interest. The interest in 28 claims, covering 1,730 acres, is located in central Newfoundland, adjacent to Marathon Gold’s Valentine Lake property. The company also announced an option and joint venture agreement (revised) dated April 1, 2021, to Acquire up to 85% of the interest in the Florin Gold project, which occupies the historic Tintina gold belt in Yukon, covering nearly 22,000 acres. TSXV’s approval is still required for this acquisition. For more corporate information, please visit: http://stjamesgold.com/
George Drazenovic, CPA, CGA, MBA, CFA
Saint James Gold Company
For more information, please contact:
George Drazenovic, CEO
phone: 1 (800) 278-2152
e-mail: Information@stjamesgold.com
Forward-looking statements
This press release contains forward-looking statements and forward-looking information within the meaning of Canadian securities laws (collectively referred to as “Forward-looking statements“). The forward-looking statements in this press release relate, inter alia, to: the completion of the offering, the time and scale of the offering, the time and date of approval of the offering by the Toronto Stock Exchange and its receipt, and the terms of the acquisition of the Florin Gold project’s intended use, and The intended use of the net proceeds of the issuance, the expected deadline of this issuance, and all other statements that are not historical facts, especially statements that express or involve discussions about expectations, beliefs, plans, goals, assumptions, or future events or performance of the company Generally, but not always, forward-looking statements can be identified by using words or phrases such as “may cause”, “expected”, “expected”, “will continue”, “expected”, “anticipated”, “Believe”, “estimate”, “intend”, “plan”, “forecast”, “forecast”, “strategy”, “target” and “forecast”. The forward-looking statements contained in this press release are based on the management of the company The management team made reasonable estimates and assumptions at the relevant time based on its experience and views on historical trends, current conditions and expected future development, as well as other factors deemed appropriate and reasonable under the circumstances. The forward-looking statements contained in this press release are Made on the date of this press release, the company will not update any such forward-looking statements due to new information or changes in management’s beliefs, estimates, assumptions, or opinions, unless required by law. There is no guarantee that forward-looking statements will be The proof is accurate because actual results and future events may differ materially from the expectations in such statements. Therefore, readers are cautioned not to rely too much on forward-looking statements.
Forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are beyond the company’s control and may lead to actual results, performance, achievements, and events that are disclosed or implied in such forward-looking statements There are major differences-look at the statement. Such risks and uncertainties include, but are not limited to, the impact and progress of the COVID-19 pandemic and other factors outlined in the company’s publicly submitted documents based on the company’s electronic document analysis and retrieval system profile (“Realize“) in www.sedar.comThe company cautioned that the list of risk factors and uncertainties described in the SEDAR publicly submitted documents is not exhaustive, and other factors may have a significant impact on its results. New factors appear from time to time, and it is impossible for the company to consider all of these factors, or evaluate the impact of each such factor or the extent to which any factor or combination of factors may cause the results to be materially different from the results. The content contained in any forward-looking statement. Any forward-looking statements contained in this press release fully comply with the requirements of this cautionary statement.
TSX VENTURE EXCHANGE or its regulatory service provider (e.g. The terms are defined in the policy of TSX Risk Exchange) accept responsibility for the adequacy or accuracy of this press release.
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