01:28:25 EDT Wed 08 May 2024
Enter Symbol
or Name
USA
CA



American Eagle Gold Corp
Symbol AE
Shares Issued 95,915,241
Close 2023-09-07 C$ 0.28
Market Cap C$ 26,856,267
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American Eagle closes $2.67M financing with Teck

2023-09-07 15:05 ET - News Release

Mr. Anthony Moreau reports

AMERICAN EAGLE GOLD CLOSES C$2.67 MILLION FINANCING

American Eagle Gold Corp. has closed the previously announced strategic investment in the company by Teck Resources Ltd. through a structured charity flow-through financing on a private placement basis.

The company has issued 5.94 million common shares on a flow-through (FT) basis at a price of 45.03 cents per charity FT share for issue proceeds of approximately $2.67-million. Through a structured flow-through financing transaction, Teck subsequently acquired 5.94 million common shares of the company for an aggregate purchase price of $1.66-million or 28 cents per common share.

The offering proceeds fully finance an extended 2023 drill program and its 2024 drill program at the company's NAK copper-gold porphyry project near Smithers, B.C. No warrants or finders' fees were issued in connection with the offering.

About American Eagle's NAK project

The NAK project is in the Babine copper-gold porphyry district of British Columbia, near past-producing mines and with excellent infrastructure. Previous drilling at NAK revealed a large near-surface copper-gold system measuring over 1.5 kilometres (km) by 1.5 km. Historical exploration was limited to shallow depths, averaging 170 metres (m). In 2022, American Eagle's 2022 drilling program explored deeper and discovered significant copper-gold mineralization. The objective for 2023 is to expand the known mineralized footprint at NAK and identify high-grade sources of copper and gold. The property is accessible by road, can be drilled year-round and is largely without the need for helicopter support. The promising initial results make NAK an ideal candidate for further exploration. Drilling resumed in June, 2023, and the company released assays for its first hole (NAK23-08) of the 2023 program on Aug. 9, 2023. Highlights of the hole were 776 m of 0.50 per cent copper equivalent from surface.

Closing details

Pursuant to the offering, a total of 5.94 million charity FT shares were issued on a charity flow-through basis. An amount equal to the gross proceeds from the issuance of the offering will be used to incur, on the company's Canadian mineral exploration properties, eligible resource exploration expenses that will qualify as: (i) Canadian exploration expenses (as defined in the Income Tax Act); (ii) flow-through critical mineral mining expenditures (as defined in Subsection 127(9) of the Income Tax Act); and (iii) for individual purchasers resident in or are liable to pay income tax in British Columbia, as a B.C. flow-through mining expenditure, as defined in the Income Tax Act (British Columbia. The qualifying expenditures in an aggregate amount not less than the gross proceeds raised from the issue of the offering will be incurred on or before Dec. 31, 2024, and will be renounced by the company to the initial purchasers of the charity FT shares with an effective date no later than Dec. 31, 2023. In the event that the company is unable to renounce qualifying expenditures in an aggregate amount not less than the gross proceeds raised from the issue of the offering on or prior to Dec. 31, 2023, and/or if the qualifying expenditures are reduced by the Canada Revenue Agency, the company will indemnify each initial purchaser for the additional taxes payable by such subscriber to the extent permitted by the Income Tax Act as a result of the company's failure to renounce the qualifying expenditures as agreed.

No warrants are included in the offering, and no finders' fees or commissions were paid. The charity FT shares are subject to a statutory hold period of four months plus a day following the closing of the offering.

Following the issuance of the charity FT shares, Teck acquired the 5.94 million common shares of American Eagle for an aggregate purchase price of $1.66-million or 28 cents per common share. Upon closing of the offering, Teck now holds a total of 20.34 million common shares of American Eagle, or approximately 19.9 per cent of American Eagle's issued and outstanding common shares on a non-diluted basis.

Pursuant to a prior agreement between American Eagle and Teck, and for so long as Teck's ownership in American Eagle remains greater than 5.0 per cent of American Eagle's issued and outstanding common shares on a non-diluted basis, Teck holds certain investor rights, being an equity participation right to maintain its pro rata ownership in the company and certain information rights relating to the NAK project.

Teck's purchase of the common shares was made for investment purposes. Teck may determine to increase or decrease its investment in American Eagle depending on market conditions and any other relevant factors. This news release is required to be issued under the early warning requirements of applicable securities laws. Teck's head office is located at Suite 3300, 550 Burrard St., Vancouver, B.C., V6C 0B3. A copy of Teck's early warning report may be obtained from Chris Stannell at 604-699-4368.

About American Eagle Gold Corp.

American Eagle is focused on exploring its NAK project in the Babine copper-gold porphyry district of central British Columbia. The company's head office is located at Suite 1805, 55 University Ave., Toronto, Ont., M5J 2H7.

Qualified person statement

Mark Bradley, BSc, MSc, PGeo, a certified professional geologist and qualified person for the purposes of Canada's National Instrument 43-101, Standards of Disclosure for Mineral Properties, has verified and approved the information contained in this news release.

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