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Firefox Gold closes $281,500 private placement

2020-04-23 15:49 ET - News Release

Mr. Carl Lofberg reports

FIREFOX GOLD CLOSES NON-BROKERED PRIVATE PLACEMENT

Subject to regulatory acceptance, Firefox Gold Corp. has completed the non-brokered private placement announced on April 17, 2020. The company raised total gross proceeds of $281,500 by issuing 5.63 million units of the company at a purchase price of five cents per unit. Each unit consists of one common share of the company and one whole common share purchase warrant, with each warrant being exercisable to acquire one additional common share of the company at an exercise price of eight cents per share for a term of two years following the closing of the Offering.

Certain directors, officers and other insiders of the company purchased or acquired direction and control over a total of 850,000 units under the private placement. The placement to those persons constitutes a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the placement, as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involved the related parties, exceeded 25 per cent of the company's market capitalization (as determined under MI 61-101). Further details will be included in a material change report to be filed by the company.

After this financing, Firefox has 48.8 million shares outstanding, 21.3 million warrants issued and 3.5 million stock options issued.

The shares issued pursuant to the private placement will be subject to a statutory hold period of four months plus one day, expiring on Aug. 24, 2020, in accordance with applicable securities legislation. The company will pay $1,350 in finders' fees to qualified finders in association with this financing.

About Firefox Gold Corp.

Firefox Gold is focused entirely on gold exploration in Finland, where it is exploring its project portfolio, which includes over 150,000 hectares of prospective ground.

We seek Safe Harbor.

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