An anonymous director reports
ST. JAMES GOLD CORP. (TSX-V: LORD) ANNOUNCES PRIVATE PLACEMENT
St. James Gold Corp. has arranged a private placement offering of
up to 3.66 million units at 15 cents per unit for total proceeds of $549,000. Each unit will consist of one common
share and one-half of one share purchase warrants. Each whole warrant will be exercisable to purchase an
additional common share at a price of 20 cents per share for a period of two years from the date of closing.
The proceeds of the private placement will be used approximately as follows:
- To pay current payables (legal and audit) -- $86,000;
- To pay estimated cost of 2023 audit -- $65,000;
- To pay property payments and complete assessment work on the company's
- To pay amounts due over the next six months under various settlement
- Reserve for creditor settlements -- $200,000;
- To pay estimated commission/finders' fees
Total -- $549,000.
All securities issued in connection with the offering will be subject to a four-month statutory hold period.
The company will pay commissions of 5 per cent cash and 5 per cent broker/finder warrants to registered investment
dealers and brokers or to finders in jurisdictions where permitted by law. Each broker/finder warrant will
entitle the holder to purchase one additional common share at a price of 20 cents per share for a period of one
year from the date of issue.
The company will not be proceeding with its private placement announced Sept. 12, 2023.
With respect to the possible acquisition announced Sept. 11, 2023, the company advises that no
negotiations have taken place, no acquisition terms or agreement have been discussed to date, and
negotiations are not expected to take place prior to the special committee obtaining an independent
valuation report on the potential target, which is not expected to occur in the near future. No part of the
private placement proceeds will be used to do due diligence for the possible acquisition. In addition, no
private placement proceeds will be paid to non-arm's-length parties, used for investor relations purposes or
used to pay debts to placees.
Completion of the private placement remains subject to the approval of the TSX Venture Exchange.
About St. James Gold Corp.
St. James Gold is a publicly traded company listed on the TSX-V under the trading
symbol LORD, in the U.S. market listed on the OTCQB under LRDJF and on the Frankfurt Stock
Exchange under BVU3. The company is focused on creating shareholder value through the discovery
and development of economic mineral deposits by acquiring prospective exploration projects with well-delineated geological theories; integrating all available geological, geochemical and geophysical data sets and financing efficient exploration programs. The company currently holds: (i) 100-per-cent stake in 29
claims, covering 1,791 acres, in the Gander gold district in north-central Newfoundland, located adjacent to
New Found Gold Corp.'s Queensway North project; and (ii) a 100-per-cent stake in nine claims and an option
to acquire a further 100-per-cent interest in 19 claims, covering a total 1,730 acres, in central Newfoundland,
located adjacent to Marathon Gold's Valentine Lake property.
We seek Safe Harbor.
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