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Pure Gold Mining Inc
Symbol PGM
Shares Issued 191,606,092
Close 2017-10-17 C$ 0.56
Market Cap C$ 107,299,412
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Pure Gold Mining upsizes offering to $18.3-million

2017-10-18 12:59 ET - News Release

Mr. Darin Labrenz reports

PURE GOLD UPSIZES PREVIOUSLY ANNOUNCED BOUGHT DEAL FINANCING TO C$18.3 MILLION

Pure Gold Mining Inc. has entered into a revised agreement with Macquarie Capital Markets Canada Ltd. on behalf of a syndicate of underwriters to increase the size of its previously announced bought deal financing to aggregate gross proceeds of $18,300,810 upon the issuance of an aggregate of 29,965,000 common shares of the company.

The upsized offering will consist of three tranches. The first tranche will consist of 8.69 million common shares of the company that qualify as flow-through shares for the purposes of the Income Tax Act (Canada) (superflow-through shares) and will be issued at a price of 72.5 cents per superflow-through share. The second tranche will consist of 7,813,000 common shares of the company that qualify as flow-through shares for the purposes of the Income Tax Act (Canada) and will be issued at a price of 64 cents per flow-through share. The third tranche will consist of 13,462,000 common shares of the company and will be issued at a price of 52 cents per common share.

The underwriters shall also have the option to purchase from Pure Gold from tranche 1 up to an additional 2,172,500 superflow-through shares at the superflow-through share issue price, from tranche 2 up to an additional 1,953,250 flow-through shares at the flow-through share issue price and from tranche 3 up to an additional 3,365,500 common shares at the common share issue price. The upsized offering will take place by way of a private placement to qualified investors in such provinces of Canada as the underwriters may designate and otherwise in those jurisdictions where the upsized offering can lawfully be made. The securities to be issued under the upsized offering will have a hold period of four months and one day from closing.

The gross proceeds raised from the sale of the superflow-through shares will be used by the company for exploration financing in the province of Ontario that will qualify as Canadian exploration expenses (CEE) and flow-through mining expenditures for purposes of the Income Tax Act (Canada) and as eligible Ontario exploration expenditures within the meaning of the Taxation Act, 2007 (Ontario). The gross proceeds raised from the sale of the flow-through shares will be used by the company for exploration financing that will qualify as CEE only. The net proceeds raised from the sale of the common shares will be used by the company for exploration and development of the company's Madsen gold project as well as for general working capital purposes.

It is expected that the closing of the upsized offering will occur on or about Nov. 1, 2017, and is subject to the satisfaction of certain conditions, including receipt of all applicable regulatory approvals, including the approval of the TSX Venture Exchange.

In consideration for their services, the underwriters will receive a cash commission equal to 6 per cent of the gross proceeds of the upsized offering, including any proceeds realized on exercise of the underwriters' option.

We seek Safe Harbor.

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