Mr. George Ogilvie reports
BATTLE NORTH GOLD ANNOUNCES CLOSING OF C$61 MILLION BOUGHT DEAL PUBLIC OFFERING
Battle North Gold Corp. has closed its bought deal financing, including the exercise in part of the underwriters' overallotment option with respect to the common shares (as hereinafter defined) and the exercise in full of the underwriters' overallotment option with respect to the flow-through shares (as hereinafter defined), previously announced and upsized on Aug. 19, 2020. Pursuant to the offering, a total of 30,064,250 common shares of the company were sold at a price of $1.85 per common share and 2,145,555 common shares of the company issued as flow-through shares for the purposes of the Income Tax Act (Canada) were sold at a price of $2.68 per flow-through share, for aggregate gross proceeds of $61,368,950.
The offering was made through a syndicate of underwriters led by Cormark Securities Inc. and Stifel GMP, and including BMO Nesbitt Burns Inc., Industrial Alliance Securities Inc., Laurentian Bank Securities Inc., Mackie Research Capital Corp. and TD Securities Inc.
The offering was conducted by way of a prospectus supplement to the company's existing base shelf prospectus filed in all of the provinces, except Quebec, and territories of Canada. The prospectus supplement (together with the related base shelf prospectus) is available on SEDAR.
The net proceeds from the sale of the common shares are intended to be used for predevelopment and development activities, repayment of the company's loan facility, and for general working capital purposes. The proceeds from the sale of the flow-through shares will be used to incur Canadian exploration expenses (CEE) (within the meaning of the Income Tax Act (Canada)) on exploration, including on the Red Lake regional exploration claims. The company will renounce such CEE to the purchasers of the flow-through shares with an effective date of no later than Dec. 31, 2020 (refer to the prospectus supplement for additional information with respect to the use of proceeds and the conditions and risks associated thereto).
As disclosed in the prospectus supplement, certain insiders participated in the offering. Sun Valley Gold LLC and Franklin Resources Inc., which are insiders of the company (as a result of their beneficial ownership of, or control or direction over, directly or indirectly, greater than 10 per cent of the outstanding common shares of the company), participated indirectly in the offering and acquired 3,243,250 common shares and 2.4 million common shares, respectively, for an aggregate of $10,440,013 in proceeds for the company. The participation of these insiders in the offering constitutes a related party transaction within the meaning of Multilateral Instrument 61-101. The company has determined that the transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of securities issued to insiders nor the consideration paid by insiders exceeded 25 per cent of the company's market capitalization. The company did not file a material change report in respect of the related party transaction 21 days in advance of closing of the offering because insider participation had not been determined at that time. The shorter period was necessary in order to permit the company to close the offering in a time frame consistent with usual market practice for transactions of this nature.
About Battle North Gold Corp.
Battle North is a Canadian gold mine developer led by an accomplished management team with successful underground gold mine operations, finance and capital markets experience. Battle North owns the significantly derisked and shovel-ready Bateman gold project, located in the renowned Red Lake gold district in Ontario, Canada, and controls the second largest and strategic exploration ground in the district. Battle North also owns a large gold exploration land package on the Long Canyon gold trend near the Nevada-Utah border in the United States.
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