GALANE GOLD
ANNOUNCES EXECUTION
OF DEFINITIVE AGREEMENT FOR THE
ACQUISITION
OF THE SUMMIT MINE IN NEW MEXICO AND CLOSING
OF C$9.68
MILLION
PRIVATE PLACEMENT WITH LEAD
ORDER FROM PALISADES
GOLDCORP
TORONTO, ONTARIO –
April
8, 2021:
InvetorsHub NewsWire -- Galane Gold Ltd.
("Galane Gold" or the "Company") (TSX-V:
GG; OTCQB: GGGOF) is pleased to announce that it has
entered into a definitive agreement
to acquire (the
"Acquisition"), through a wholly-owned subsidiary, the Summit Mine
(the "Mine") and the infrastructure constituting the Banner Mill in
New Mexico (collectively,
the "Assets")
from Pyramid Peak Mining, LLC, a wholly-owned subsidiary of
Waterton Precious Metals Fund II Cayman, LP.
Closing of the Acquisition is
expected to occur on or about May 16, 2021, and is subject to
certain conditions including, but not limited to,
completion
of a
confirmatory title report on the Assets
and
approval of
governmental and regulatory authorities, including the TSX Venture
Exchange ("TSXV"). For further details on the
Acquisition and the Assets, please see the Company's press release
dated March 16, 2021.
Nick Brodie, CEO of
Galane
Gold
commented, "The Galane Gold management team is excited
with the opportunity of restoring another mining operation to
economic production. We have successfully done this twice already
at our Mupane and Galaxy
properties.
The acquisition of the Summit
Mine is another step in our corporate goal to reshape the
Company into a long-life and low-cost operation that can produce
positive returns for investors across commodity cycles.
This operation
represents a
perfect example of this representing
an
opportunity to
increase Galane Gold's production, lower
its
operating costs
and reduce its country
risk."
The Company is also pleased
to announce that it has closed its previously
announced private placement (the "Offering") of subscription
receipts of the Company ("Subscription
Receipts"). In connection with the
Offering, the Company has issued 44,028,700 Subscription
Receipts at a price
of C$0.22 per Subscription Receipt (the
"Issue Price") for aggregate proceeds of
C$9,686,314,
including
a lead order from
Palisades Goldcorp Ltd. ("Palisades"). The net proceeds of the
Offering will fund the initial cash consideration of US$6 million
payable at the closing of the Acquisition.
Canaccord Genuity
Corp. acted as
lead agent in connection with the Offering, on behalf of a syndicate
of agents, including Research Capital
Corporation (the "Agents").
The Subscription Receipts
were issued pursuant to a subscription receipt agreement (the
"SRA") entered into among the Company, Canaccord Genuity Corp., and
TSX Trust Company, as subscription receipt agent (the "Escrow
Agent"). Each Subscription Receipt
entitles the holder thereof to receive
one Common
Share and one common share purchase warrant of Galane Gold (a "SR
Warrant"),
without any further action on the part of the holder and without
payment of additional consideration, upon satisfaction of
certain
escrow release
conditions included in the SRA,
including
but not limited
to the
satisfaction of all conditions precedent to completing the
Acquisition. Each SR Warrant will entitle
the holder thereof to purchase one Common Share at a price of
C$0.30, for a period of three years following the closing of the
Acquisition.
The aggregate gross proceeds
of the Offering, less 50% of the Agents' commission and certain
expenses of the Offering, will be held in escrow
pursuant to the
SRA pending closing
of the
Acquisition. In the event that the
Acquisition is not completed within 60 days after
the closing of
the Offering, the Escrow Agent shall return to the
holders of the Subscription Receipts an amount equal to the
aggregate purchase price paid for the Subscription Receipts held by
each holder and each such Subscription
Receipt shall be cancelled.
In connection with the
Offering, the Agents are entitled to receive a cash commission of
7.0% or,
in the case of the president's list, 3.5% of the aggregate proceeds
raised pursuant to the Offering (the "Agents' Commission") and
broker warrants in the amount of 7.0% or, in the case of the
president's list, 3.5% of the number of Subscription
Receipts sold pursuant to the Offering (the "Broker Warrants"). On
closing of the Offering, the Agents received payment of 50% of the
Agents' Commission and were issued all of the Broker Warrants. The
remaining 50% of the Agents' Commission will be paid to the Agents
upon satisfaction of the escrow release conditions.
All Subscription Receipts
issued in connection with the Offering, including the Common Shares
and SR Warrants underlying the Subscription Receipts, and the
Common Shares and common share purchase warrants issued in
connection with the Acquisition are subject to a statutory four
month and one day hold period in accordance with Canadian
securities laws. The Offering is subject to
customary regulatory and stock exchange approvals, including
final
approval of the
TSXV.
Not for
distribution to U.S. newswire services or for dissemination
in the
United States.
This news release does not
constitute an offer to sell or a solicitation of an offer to buy
any of the securities in the United States. The
securities 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 may not be
offered or sold within the United
States or to U.S. Persons unless
registered under the U.S. Securities Act and applicable state
securities laws or an exemption from such registration is
available.
About
Galane
Gold
Galane
Gold is an
un-hedged gold producer and explorer with mining operations and
exploration tenements in Botswana and
South Africa. Galane Gold is a public
company
and its shares
are quoted on the TSXV under the symbol "GG" and the OTCQB under
the symbol "GGGOF". Galane Gold's management team is
comprised of senior mining professionals with extensive experience
in managing mining and processing operations and large-scale
exploration programmes. Galane Gold is committed to
operating at world-class standards and is focused on the safety of
its employees, respecting the environment, and contributing to the
communities in which it operates.
About
Palisades Goldcorp Ltd.
Palisades Goldcorp is
Canada's resource focused merchant bank. Palisades' management team
has a demonstrated track record of making money and is backed by
many of the industry's most notable financiers. With junior
resource equities valued at generational lows, management believes
the sector is on the cusp of a major bull market move. Palisades is
positioning itself with significant stakes in undervalued companies
and assets with the goal of generating superior returns.
Cautionary
Notes
Certain
statements
contained in this press release constitute "forward-looking
statements". All statements other than statements of historical
fact contained in this press release, including, without
limitation, those regarding the closing of the Acquisition,
satisfaction of
the escrow release conditions under the SRA, obtaining customary governmental,
regulatory and
stock exchange approvals including that of the TSXV
for the Acquisition and the Offering, the use of proceeds of the
Offering, technical, financial and
business prospects of the Company, future financial position
and results of operations, strategy, proposed acquisitions, plans,
objectives, goals and targets, and any statements preceded by,
followed by or that include the words "believe",
"expect", "aim", "intend", "plan", "continue", "will", "may",
"would", "anticipate", "estimate", "forecast", "predict",
"project", "seek", "should" or similar expressions or the negative
thereof, are forward-looking statements. These statements are not
historical facts but instead represent only the Company's
expectations, estimates and projections regarding
future events.
These statements are not guarantees
of future
performance and involve assumptions, risks and uncertainties that
are difficult to predict. Therefore, actual results may differ
materially from what is expressed, implied or forecasted in such
forward-looking statements.
Additional factors that could
cause actual results, performance or achievements to differ
materially include, but are not limited to: the Company's dependence on
two mineral projects; gold price volatility;
risks associated with the conduct of the Company's mining
activities in Botswana and South Africa; regulatory, consent or
permitting delays; risks relating to the Company's exploration,
development and mining activities being situated in Botswana and
South Africa; risks relating to reliance on the Company's
management team and outside contractors; risks regarding mineral
resources and reserves; the Company's inability to obtain insurance
to cover all risks, on a commercially reasonable basis or at all;
currency fluctuations; risks regarding the failure to generate
sufficient cash flow from operations; risks relating to project
financing and equity issuances; risks arising from the Company's
fair value estimates with respect to the carrying amount of
mineral interests; mining tax
regimes; risks arising from
holding derivative instruments; the
Company's need to replace reserves depleted by production; risks
and unknowns inherent in all mining projects, including the
inaccuracy of reserves and resources, metallurgical recoveries and
capital and operating costs of such projects; contests over title
to properties, particularly title to undeveloped properties; laws
and regulations governing the environment, health and
safety; the ability of the
communities in which the Company operates to manage and cope with
the implications of COVID-19; the economic and financial
implications of COVID-19 to the Company; operating or technical
difficulties in connection with mining or development activities;
lack of infrastructure; employee relations, labour unrest or
unavailability; health risks in Africa; the Company's interactions
with surrounding communities and artisanal miners; the Company's
ability to successfully integrate acquired assets; risks related to
restarting production; the speculative nature of exploration and
development, including the risks of diminishing quantities or
grades of reserves; development of the Company's exploration
properties into commercially viable mines; stock market volatility;
conflicts of interest among certain directors and officers; lack of
liquidity for shareholders of the Company; risks related to the
market perception of junior gold companies; and litigation
risk. Management provides
forward-looking statements because it believes they provide useful
information to investors when considering their investment
objectives and cautions investors not to place undue reliance on
forward-looking information. Consequently, all of the
forward-looking statements made in this press release are qualified
by these cautionary statements and other cautionary statements or
factors contained herein, and there can be no assurance that the
actual results or developments will be realized or, even if
substantially realized, that they will have the expected
consequences to, or effects on, the Company. These forward-looking
statements are made as of the date of this press release and the
Company assumes no obligation to update or revise them
to reflect
subsequent information, events or circumstances or otherwise,
except as required by law.
Neither
the TSXV nor its regulation services provider (as that term is
defined in the policies of the TSXV) accepts responsibility for the
adequacy or accuracy of this
release.
The
information in this news release under the section titled "About
Palisades Goldcorp Ltd." was provided by management of Palisades
Goldcorp Ltd.
For further
information please contact:
Nick Brodie
CEO, Galane Gold Ltd.
+ 44 7905 089878
Nick.Brodie@GalaneGold.com
www.GalaneGold.com
44106189.5
