Mr. Jim Gillis reports
ADVANCE GOLD CORP. CLOSES $136,000 PRIVATE PLACEMENT
Advance Gold Corp. has closed the non-brokered private placement previously announced on Jan. 24, 2017, having issued 1,813,332
common shares in the capital of the company at a price per share of 7.5 cents for gross proceeds of
$136,000. The price of the shares was increased from six cents, as previously announced, to 7.5 cents at
the request of the TSX Venture Exchange.
The shares issued under this offering are subject to a hold period until June 29, 2017, in accordance
with applicable securities legislation and the polices of the exchange. The proceeds of the private
placement will be used by the company for general corporate purposes.
A director and an officer of the company both participated in the private placement, having purchased
an aggregate of 960,000 common shares, constituting a related party transaction pursuant to
exchange Policy 5.9 and Multilateral Instrument 61-101 -- protection of minority securityholders in
special transactions. The company relied on Section 5.5(c) of MI 61-101 for an
exemption from the formal valuation requirement and Section 5.7(1)(b) of MI 61-101 for an exemption
from the minority shareholder approval requirement, as the fair market value of the
securities distributed in the transaction did not, nor did the cash consideration received by Advance
Gold for the securities, insofar as the transaction involved interested parties, exceed $2.5-million.
We seek Safe Harbor.
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