/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES
OR DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, Sept. 12, 2018 /CNW/ - Liberty Gold Corp.
(LGD-TSX) ("Liberty Gold" or the "Company") is pleased to announce
that it has entered into an agreement with a syndicate of
underwriters led by Sprott Capital Partners, a division of Sprott
Private Wealth LP (collectively, the "Underwriters") pursuant
to which the Underwriters have agreed to purchase, on a bought deal
basis, 15,000,000 units of the Company (the "Units") at a price of
C$0.40 per Unit (the "Issue Price")
for gross proceeds to the Company of C$6,000,000 (the "Offering"). Each Unit will
consist of one common share of Liberty
Gold (each, a "Common Share") and one common share purchase
warrant (a "Warrant"). Each Warrant will entitle the holder to
acquire one common share of Liberty
Gold at a price of C$0.60 at
any time prior to the date which is three years following
completion of the Offering.
In addition, Liberty Gold has
granted the Underwriters an option (the "Underwriters' Option"),
exercisable at any time, in whole or in part, until the date that
is 30 days following the closing of the financing, to purchase up
to an additional 15% of the number of Units solely to cover
over-allotments, if any, and for market stabilization purposes.
The net proceeds of the Offering will be used to fund
exploration and development of Liberty
Gold's southwest United
States gold and precious metal exploration portfolio,
focused on the Goldstrike project in Utah, as well as the Black Pine project in
Idaho, and the Kinsley deposit in
Nevada and for general working
capital purposes.
Liberty Gold intends to file with
the securities commissions and other similar regulatory authorities
in the provinces of Canada, other
than Quebec, a preliminary short
form prospectus relating to the issuance of the Units by
September 18, 2018.
The Offering is scheduled to close on or about October 2, 2018 and is subject to a number of
conditions including, but not limited to, receipt of all necessary
approvals including the approval of the Toronto Stock Exchange and
applicable securities regulatory authorities.
THIS NEWS RELEASE IS NOT AN OFFER OF SECURITIES FOR SALE AND IS
NOT AN OFFER TO SELL OR SOLICITATION OF AN OFFER TO BUY ANY
SECURITIES OF LIBERTY GOLD, NOR SHALL IT FORM THE BASIS OF, OR BE
RELIED UPON IN CONNECTION WITH ANY CONTRACT FOR PURCHASE OR
SUBSCRIPTION. THE COMMON SHARES OF LIBERTY GOLD WILL ONLY BE
OFFERED IN ALL PROVINCES OF CANADA
BY MEANS OF THE PROSPECTUS REFERRED TO ABOVE. THESE SECURITIES HAVE
NOT BEEN REGISTERED UNDER THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED (THE "U.S.
SECURITIES ACT"), OR APPLICABLE STATE SECURITIES LAWS, AND THESE
SECURITIES MAY NOT BE OFFERED OR SOLD TO, OR FOR THE ACCOUNT OR
BENEFIT OF, PERSONS IN THE UNITED
STATES OR "U.S. PERSONS" (AS SUCH TERM IS DEFINED IN
REGULATION S PROMULGATED UNDER THE U.S. SECURITIES ACT), ABSENT
REGISTRATION UNDER THE U.S. SECURITIES ACT AND APPLICABLE STATE
SECURITIES LAWS OR AN EXEMPTION FROM REGISTRATION THEREUNDER.
ABOUT LIBERTY
GOLD
Liberty Gold is
focused on exploring the Great Basin of the United States, home to large-scale gold
projects that are ideal for open-pit mining. This region is
one of the most prolific gold-producing regions in the world and
stretches across Nevada and into
Idaho and Utah. We know the
Great Basin and are driven to discover and advance big gold
deposits that can be mined profitably in open-pit
scenarios. Our flagship projects are Goldstrike, Black Pine
and Kinsley Mountain, all of which
are past producing open-pit mines, where previous operators only
scratched the surface.
All statements in this press release, other than
statements of historical fact, are "forward-looking information"
with respect to Liberty Gold within
the meaning of applicable securities laws, including statements
regarding the intention to file a prospectus in each of the
provinces in Canada other than
Quebec, the expected use of
proceeds and closing date of the Offering. Forward-looking
information is often, but not always, identified by the use of
words such as "seek", "anticipate", "plan", "continue", "planned",
"expect", "project", "predict", "potential", "targeting",
"intends", "believe", "potential", and similar expressions, or
describes a "goal", or variation of such words and phrases or state
that certain actions, events or results "may", "should", "could",
"would", "might" or "will" be taken, occur or be achieved.
Forward-looking information is not a guarantee of future
performance and is based upon a number of estimates and assumptions
of management at the date the statements are made including, among
others, assumptions about future prices of gold, and other metal
prices, currency exchange rates and interest rates, favourable
operating conditions, political stability, obtaining governmental
approvals and financing on time, obtaining renewals for existing
licences and permits and obtaining required licences and permits,
labour stability, stability in market conditions, availability of
equipment, the availability of drill rigs, the release of an
initial resource report, successful resolution of disputes
and anticipated costs and expenditures. Many assumptions are based
on factors and events that are not within the control of
Liberty Gold and there is no
assurance they will prove to be correct.
Such forward-looking information, involves known and unknown
risks, which may cause the actual results to be materially
different from any future results expressed or implied by such
forward-looking information, including, risks related to the
interpretation of results and/or the reliance on technical
information provided by third parties as related to the Company's
mineral property interests; changes in project parameters as plans
continue to be refined; current economic conditions; future prices
of commodities; possible variations in grade or recovery rates; the
costs and timing of the development of new deposits; failure of
equipment or processes to operate as anticipated; the failure of
contracted parties to perform; the timing and success of
exploration activities generally; delays in permitting; possible
claims against the Company; labour disputes and other risks of the
mining industry; delays in obtaining governmental approvals,
financing or in the completion of exploration as well as those
factors discussed in the Annual Information Form of the Company
dated March 26, 2018 in the section
entitled "Risk Factors", under Liberty
Gold's SEDAR profile
at www.sedar.com.
Although Liberty Gold has
attempted to identify important factors that could cause actual
actions, events or results to differ materially from those
described in forward-looking information, there may be other
factors that cause actions, events or results not to be as
anticipated, estimated or intended. There can be no assurance that
such information will prove to be accurate as actual results and
future events could differ materially from those anticipated in
such statements. Liberty Gold
disclaims any intention or obligation to update or revise any
forward-looking information, whether as a result of new
information, future events or otherwise unless required by
law.
SOURCE Liberty Gold Corp.