REG - Galantas Gold Corp - UPSIZE TO NON-BROKERED PRIVATE PLACEMENT FINANCING

Galantas GoldAnnouncement

21/03/2023 07:00

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RNS Number : 6869T  Galantas Gold Corporation  21 March 2023

 

 

GALANTAS GOLD ANNOUNCES UPSIZE TO NON-BROKERED PRIVATE PLACEMENT FINANCING AND
TERMS OF SHARES-FOR-DEBT TRANSACTION

Not for distribution to United States news wire services or for dissemination
in the

United States

March 21, 2023, TORONTO, CANADA - Galantas Gold Corporation (TSX-V & AIM:
GAL; OTCQX: GALKF) ("Galantas" or the "Company") is pleased to announce that,
in order to accommodate additional interest in its previously announced
non-brokered private placement (as amended, the "Offering"), the Offering will
be upsized to up to 7,638,888 units of the Company ("Units") at a price of
C$0.36 per Unit for aggregate gross proceeds of up to approximately C$2.75
million.

Each Unit will consist of one common share of the Company (a "Common Share")
and one Common Share purchase warrant (a "Warrant"), with each Warrant
entitling the holder thereof to purchase one Common Share at a price of C$0.55
per share for a period of 60 months from the closing date.

The net proceeds of the Offering are expected to be used for exploration,
including follow-up drilling targeting the high-grade dilation zones to depth
at the Joshua Vein and the recently identified Kerr Vein target, development
at Galantas' gold project in Northern Ireland, as well as exploration at the
recently announced gold-rich volcanogenic massive sulphide project in
Scotland, and for general working capital purposes.

Certain persons may be eligible to receive finder's fees, payable in cash,
representing up to 7% of the proceeds generated by such finders, in connection
with the Offering. In addition, the Company may also issue to certain finders
non-transferable compensation warrants (the "Finder's Warrants") to purchase
that number of Common Shares as is equal to 7% of the number of Units sold to
subscribers identified by such finders pursuant to the Offering, with each
Finder's Warrant entitling the holder thereof to purchase one Common Share at
a price of C$0.36 per share for a period of 24 months from the closing date.

In addition to the foregoing, the Company has received strong support from
stakeholders and also announces the terms of a proposed shares-for-debt
transaction (the "Debt Settlement") with several arm's length creditors of the
Company to settle approximately C$299,020 of indebtedness through the issuance
of an aggregate of 830,611 Units at a deemed price of C$0.36 per Unit on the
same terms as the Units issued under the Offering.

Closing of the Offering and the Debt Settlement is expected to occur on or
about March 27, 2023, and remain subject to certain closing conditions
including, but not limited to, the receipt of all necessary approvals,
including the conditional acceptance of the TSX Venture Exchange. The
securities issued pursuant to the Offering and the Debt Settlement will be
subject to a four-month hold period under applicable Canadian securities laws.

The securities offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended, or any state securities law,
and may not be offered or sold in the United States absent registration or an
exemption from such registration requirements. This news release shall not
constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of the securities in any state in which such offer,
solicitation or sale would be unlawful.

Neither 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 news release.

The information contained within this announcement is deemed to constitute
inside information as stipulated under the retained EU law version of the
Market Abuse Regulation (EU) No. 596/2014 (the "UK MAR") which is part of UK
law by virtue of the European Union (Withdrawal) Act 2018. The information is
disclosed in accordance with the Company's obligations under Article 17 of the
UK MAR. Upon the publication of this announcement, this inside information is
now considered to be in the public domain.

 

About Galantas Gold Corporation

 

Galantas Gold Corporation is a Canadian public company that trades on the TSX
Venture Exchange and the London Stock Exchange AIM market, both under the
symbol GAL. It also trades on the OTCQX Exchange under the symbol GALKF. The
Company's strategy is to create shareholder value by operating and expanding
gold production and resources at the Omagh Project in Northern Ireland.

 

Enquiries

 

Galantas Gold Corporation

Mario Stifano: Chief Executive Officer

Email: info@galantas.com

Website: www.galantas.com

Telephone: +44(0)28 8224 1100

 

Grant Thornton UK LLP (AIM Nomad)

Philip Secrett, Harrison Clarke, George Grainger, Samuel
Littler
 

Telephone: +44(0)20 7383 5100

 

SP Angel Corporate Finance LLP (AIM Broker)

David Hignell, Charlie Bouverat (Corporate Finance)

Grant Barker (Sales & Broking)

Telephone: +44(0)20 3470 0470

 

Forward-Looking Statements

 

This news release contains forward-looking statements within the meaning of
the United States Private Securities Litigation Reform Act of 1995 and
applicable Canadian securities laws, including, but not limited to, the terms
of the Offering and the Debt Settlement, the use of proceeds of the Offering,
the timing and ability of the Company to close the Offering and the Debt
Settlement, the timing and ability of the Company to receive necessary
regulatory approvals, and the plans, operations and prospects of the Company.
Forward-looking statements are based on estimates and assumptions made by
Galantas in light of its experience and perception of historical trends,
current conditions and expected future developments, as well as other factors
that Galantas believes are appropriate in the circumstances. Many factors
could cause Galantas' actual results, the performance or achievements to
differ materially from those expressed or implied by the forward looking
statements or strategy, including: gold price volatility; discrepancies
between actual and estimated production, actual and estimated metallurgical
recoveries and throughputs; mining operational risk, geological uncertainties;
regulatory restrictions, including environmental regulatory restrictions and
liability; risks of sovereign involvement; speculative nature of gold
exploration; dilution; competition; loss of or availability of key employees;
additional funding requirements; uncertainties regarding planning and other
permitting issues; and defective title to mineral claims or property. These
factors and others that could affect Galantas' forward-looking statements are
discussed in greater detail in the section entitled "Risk Factors" in
Galantas' Management Discussion & Analysis of the financial statements of
Galantas and elsewhere in documents filed from time to time with the Canadian
provincial securities regulators and other regulatory authorities. These
factors should be considered carefully, and persons reviewing this news
release should not place undue reliance on forward-looking statements.
Galantas has no intention and undertakes no obligation to update or revise any
forward-looking statements in this news release, except as required by law.

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