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Newrange Gold Corp
Symbol NRG
Shares Issued 154,911,079
Close 2022-02-24 C$ 0.075
Market Cap C$ 11,618,331
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Newrange Gold arranges $1.5-million private placement

2022-02-24 14:48 ET - News Release

Mr. Robert Archer reports

NEWRANGE GOLD CLOSES FIRST TRANCHE OF NON-FLOW-THROUGH FINANCING AND ANNOUNCES FLOW-THROUGH FINANCING

Newrange Gold Corp. has closed the first tranche of a non-brokered private placement for gross proceeds of $408,100, consisting of 5,830,332 non-flow-through (NFT) units at a price of seven cents per unit. Each NFT unit consists of one common share of the company and one-half share purchase warrant. Each NFT warrant entitles the holder thereof to purchase one common share at an exercise price of 12 cents at any time until Feb. 23, 2024. Proceeds will be used for general working capital and for continued surface exploration on the Pamlico project in Nevada.

The company also announces a parallel non-brokered flow-through private placement for gross proceeds of up to $1.5-million, consisting of 15 million units of the company at a price of 10 cents per FT unit. Each FT unit consists of one common share of the company and one-half share purchase warrant. Each FT warrant entitles the holder thereof to purchase one common share at an exercise price of 12 cents at any time until Feb. 23, 2024. Proceeds will be used to advance the company's Argosy gold mine project in the Red Lake mining division of Ontario. The FT financing and the second and final tranche of the NFT financing (approximately $100,000) are expected to close in approximately two weeks.

Cash finders' fees or commissions in the amount of $13,720 were paid on the first tranche of the NFT financing and the company issued 63,000 share purchase finders' warrants. Each finder's warrant entitles the holder thereof to purchase one common share at an exercise price of 12 cents for a two-year period.

All securities issued are subject to a four-month hold period from the date of issuance and subject to TSX Venture Exchange approval. Insiders subscribed for an aggregate of 1,615,000 units for a total of $113,050. As insiders of Newrange participated in the financing, it is deemed to be a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. Newrange is relying on the exemptions from the formal valuation and minority approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, on the basis that the fair market value of the transaction does not exceed 25 per cent of Newrange's market capitalization.

The company will be filing a material change report in respect of the related party transaction on SEDAR.

About Newrange Gold Corp.

Newrange is focused on district-scale exploration for precious metals in favourable jurisdictions, including Nevada and Ontario. The company's Pamlico project in Nevada contains a large-scale multiphase polymetallic mineralizing system with multiple gold and copper targets spread over more than 5,700 hectares. In the prolific Red Lake district of Northwestern Ontario, the past-producing high-grade Argosy gold mine is open to depth, while the adjacent North Birch project offers additional blue-sky potential. Focused on developing shareholder value through exploration and development of key projects, the company is committed to building sustainable value for all stakeholders.

We seek Safe Harbor.

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