White Gold Corp. Closes C$10 Million Private Placement of Flow-through Common Shares; Agnico Eagle Mines and Kinross Gold Corp Each Maintain 19.9% Interest
July 5, 2018
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES
White Gold Corp. (TSX.V: WGO, OTC – Nasdaq Intl: WHGOF, FRA: 29W) (the "Company") has closed the brokered private placement of 10,526,720 common shares (the “Shares”) of the Company, issued on a flow-through basis, at a price of C$0.95 per Share, for aggregate gross proceeds of approximately C$10.0 million (the “Offering”). The Offering was conducted by a syndicate of agents, co-led by Clarus Securities Inc. and GMP Securities L.P. and including Primary Capital Inc., Canaccord Genuity Corp. and Sprott Private Wealth L.P. (collectively, the “Agents”).
The gross proceeds of the Offering will be used by the Company to incur Canadian exploration expenses (the “Qualifying Expenditures”) on its properties in the White Gold District of the Yukon Territory prior to December 31, 2019. The Company will renounce the Qualifying Expenditures to subscribers of Shares for the fiscal year ended December 31, 2018.
David D’Onofrio, Chief Executive Officer stated, “We are pleased to close this financing to maintain our strong financial position and continue to pursue our exciting exploration program focused on new discoveries in the White Gold district and increasing the size of our flagship Golden Saddle deposit. We would also like to thank all parties who have been instrumental in this financing as well as Agnico and Kinross for their continued support.”
Following the Offering, Agnico Eagle Mines Limited (“Agnico”) will continue to hold approximately 19.9% of the Company and Kinross Gold Corp. (“Kinross”) will continue to hold approximately 19.9% of the Company.
The Agents received a cash commission equal to 6.0% of the gross proceeds of the Offering, except with respect to Shares sold to certain strategic investors where the cash commission was equal to 2.0%. The Agents also received compensation options equal to 6.0% of the number of Shares sold under the Offering (each, a “Compensation Option”). Each Compensation Option entitles the Agents to purchase one Share at a price of C$0.95 per common share for a period of two years from the date of closing of the Offering.
The Shares issued pursuant to the Offering (and any Shares issued upon exercise of the Compensation Options) are subject to a statutory hold period expiring on November 6, 2018. The Offering remains subject to the final approval of the TSX Venture Exchange.
The Company also announces that a total of 3,250,000 options to purchase common shares of the Company have been granted to directors, officers, employees and consultants at an exercise price of $0.95 per share, expiring on July 5, 2023. The grant is subject to regulatory approval.
Agnico and Kinross, both insiders of the Company, acquired Shares in connection with the Offering. Pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, the Company notes that it has not filed a material change report 21 days prior to the expected closing date of the Offering. A shorter period was reasonable and necessary in the circumstances as the Company wished to complete the Offering in a timely manner following receipt of required regulatory approval.
About White Gold Corp.
The Company owns a portfolio of 19,606 quartz claims across 30 properties covering over 390,000 hectares representing approximately 40% of the Yukon’s White Gold District. The Company’s flagship White Gold property has a mineral resource of 960,970 ounces Indicated at 2.43 g/t gold and 262,220 ounces Inferred at 1.70 g/t gold as set forth in the technical report entitled “Independent Technical Report for the White Gold Project, Dawson Range, Yukon, Canada”, dated March 5, 2018, filed under the Company’s profile on SEDAR. Mineralization on the Golden Saddle and Arc is also known to extend beyond the limits of the current resource estimate. Geologic models in this area conceptually include an estimated seven million to 10 million tonnes grading between one g/t to 1.5 g/t gold. Regional exploration work has also produced several other prospective targets on the Company’s claim packages which border sizable gold discoveries including the Coffee project owned by Goldcorp Inc. (disclosed M&I gold resource of 4.1M oz) and Western Copper and Gold Corporation’s Casino project (disclosed P&P gold reserves of 8.9M oz Au and 4.5B lb Cu). The Company has outlined an extensive exploration plan to further explore its properties. For more information visit www.whitegoldcorp.ca.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release does not constitute an offer to purchase securities. The securities offered in the Offering have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to, or for the benefit or account of, a U.S. person, except pursuant to an available exemption from such registration requirements.
Chief Executive Officer
Phone: (416) 643-3880
Information set forth in this news release involves forward-looking statements under applicable securities laws. The forward looking statements contained herein include, but are not limited to, the anticipated size and completion the Offering and the receipt of applicable regulatory approvals, and all such forward-looking statements are expressly qualified in their entirety by this cautionary statement. The forward-looking statements included in this news release are made as of the date hereof and the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation. Although the Company believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct and, accordingly, undue reliance should not be put on such forward looking statements. This news release does not constitute an offer to sell or solicitation of an offer to buy any of the securities described herein.