08:19:54 EDT Sat 20 Apr 2024
Enter Symbol
or Name
USA
CA



African Gold Group Inc
Symbol AGG
Shares Issued 225,854,172
Close 2015-08-28 C$ 0.045
Market Cap C$ 10,163,438
Recent Sedar Documents

African Gold closes $1.23-million private placement

2015-09-03 09:18 ET - News Release

Mr. Michael Nikiforuk reports

AFRICAN GOLD GROUP ANNOUNCES CLOSING OF PRIVATE PLACEMENT

African Gold Group Inc. has completed a non-brokered private placement offering raising gross proceeds of $1,231,171.4. The offering consisted of 24,623,428 units at a price of five cents per unit. Each unit comprises one common share and one common share purchase warrant. Each warrant entitles the holder to purchase one additional common share of AGG at a price of six cents per share for a period of 36 months from the date of closing.

Six officers and directors of the company (the purchasing insiders), purchased an aggregate of 51 per cent of the securities issued pursuant to the offering. The offering was considered and approved by the board of directors of the company, with the directors who purchased units under the offering declaring a conflict and recusing themselves from voting on the offering. There was no materially contrary view or abstention by any director approving the offering. Pursuant to Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101), the purchase by the purchasing insiders was a related party transaction, but the company was exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the offering.

Georges Cohen, AGG director and lead investor in this round of financing, noted: "I have been a director and major shareholder of AGG for only a short period of time and can legitimately express my approval with AGG's recent accomplishments. At a time when a number of AGG's peer group companies have been placed on 'care and maintenance,' AGG continues its drive to production in a systematic and focused manner. Through accomplishments such as the recent granting of the mining license, the Kobada project is, in my view, significantly de-risked from an operational and investment perspective, and AGG's ability to advance the project at this time speaks to Kobada's robustness, both in terms of the low capex, and simple mining and gold recovery process, which contribute directly to Kobada's impressive projected IRR (internal rate of return). As an experienced investor, who assesses business value regularly, it is my view that the Kobada gold project is exactly right for the times."

A full copy of the press release announcing AGG's Updated Preliminary Economic Assessment Establishes Low Capex and High Returns For The Kobada Gold Project, issued Nov. 24, 2014, is available for review.

AGG paid eligible persons (the finders) a cash finder's fee equal to 5 per cent of the gross proceeds from the units placed by each finder in cash or common shares and also issued compensation warrants equal to 5 per cent of the total number of units placed through each finder under the offering. Each compensation warrant entitles the holder to acquire one common share at five cents for a period of one year from the date of closing. On closing of the offering, the company issued 479,000 compensation warrants and paid aggregate cash fees in the amount of $23,950 to the finders.

AGG intends to use proceeds of the offering for the completion of the feasibility study for its Kobada gold project located in southwestern Mali as well as for working capital purposes. The securities issued pursuant to the offering are subject to a regulatory hold period of four months and one day from the date of issuance. The offering remains subject to TSX Venture Exchange acceptance of requisite regulatory filings.

We seek Safe Harbor.

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