Outcrop Gold arranges $5-million private placement
2020-06-02 11:54 ET – News Release
Mr. Joseph Hebert reports
OUTCROP GOLD ANNOUNCES $5 MILLION PRIVATE PLACEMENT FINANCING, INCLUDING A LEAD INVESTMENT BY ERIC SPROTT
Outcrop Gold Corp. has entered into an agreement with Mackie Research Capital Corp. as lead agent and sole bookrunner, along with Eventus Capital Corp. in connection with a best efforts private placement of units of the company at a price of 28 cents per unit for gross proceeds of up to $5-million. Mr. Eric Sprott intends to subscribe to the Offering as the lead order.
Each Unit will be comprised of one common share of the Company (a “Common Share”) and one-half of one Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant shall be exercisable to acquire one Common Share (a “Warrant Share”) at a price of $0.42 per Warrant Share for a period of 24 months from the closing of the Offering.
The Lead Agent will have an option (the “Agent’s Option”) to offer for sale up to an additional 15% of the number of Units sold in the Offering at the Offering Price, which Agent’s Option is exercisable, in whole or in part, at any time up to 48 hours prior to the closing of the Offering.
The Company intends to use the net proceeds from the Offering for advancing the Company’s exploration projects, and for general corporate purposes.
The securities to be issued under the Offering will be offered by way of private placement in each of the provinces of Canada, other than Quebec, and such other jurisdictions as may be determined by the Company, in each case, pursuant to applicable exemptions from the prospectus requirements under applicable securities laws.
The Offering is scheduled to close on or about June 12, 2020, or such date as agreed upon between the Company and the Lead Agent (the “Closing”) and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange. The Units to be issued under the Offering will have a hold period of four months and one day from Closing.
In connection with the Offering, the Agents will receive such number of Units as is equal to 6.0% of the number of Units issuable pursuant to the Offering (including, pursuant to any exercise of the Agent’s Option). The Units will be on the same price and terms as the Offering.
The securities described herein 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 state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
About Outcrop Gold
Outcrop is a gold prospect generator active in Colombia acquiring gold exploration projects with world-class discovery potential. Outcrop performs its own grass roots exploration and then employs a joint venture business model on its projects to maximize investor exposure to discovery and minimize financial risk. Outcrop has seven primary projects in Colombia with three at an advanced stage of exploration. Outcrop will conduct focused drilling on flagship properties such as Santa Ana to create its own catalysts for value creation and to receive full value for future joint ventures or dispositions.
We seek Safe Harbor.
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