Mr. Allan Laboucan reports
ADVANCE GOLD CLOSES PRIVATE PLACEMENT
Advance Gold Corp. has filed documents with the TSX Venture Exchange to close its previously announced private placement financing (see June 3, 2020, news release). Subject to the receipt of all regulatory approvals, the company will issue 4,014,998 units, each unit consisting of one common share and one common share purchase warrant, each warrant being exercisable at 10 cents for 24 months, for gross proceeds of $301,125. Proceeds from the financing will be used to finance drilling at the Tabasquena project near Ojocaliente, Mexico, and for general corporate purposes.
All securities issued pursuant to the financing will be subject to a four-month hold. Finders' fees will be paid to certain finders in accordance with TSX Venture Exchange policies.
The private placement was effected with four insiders of the company subscribing for a total of $117,000; that portion of the financing is a related party transaction as such term is defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company is relying on exemptions from the formal valuation and minority approval requirements set out in MI 61-101. The company is exempt from the formal valuation requirement of MI 61-101 under sections 5.5(a) and (b) of MI 61-101 in respect of the transaction as the fair market value of the transaction, insofar as it involves the interested party, is not more than 25 per cent of the company's market capitalization. Additionally, the company is exempt from minority shareholder approval under sections 5.7(1)(a) and (b) of MI 61-101 as, in addition to the foregoing, (i) neither the fair market value of the units nor the consideration received in respect thereof from interested party exceeds $2.5-million, (ii) the company has one or more independent directors who are not employees of the company and (iii) all of the independent directors have approved the transaction. Material change reports were not filed 21 days prior to the closing of the financing because insider participation had not been established at the time the financing was announced.
About Advance Gold Corp.
Advance Gold is a junior exploration company focused on acquiring and exploring mineral properties containing precious metals. The company acquired a 100-per-cent interest in the Tabasquena silver mine in Zacatecas, Mexico, in 2017 and the Venaditas project, also in Zacatecas, in April, 2018.
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