/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, BC,
Feb. 10, 2022 /CNW/ -
Trillium Gold Mines Inc. (TSXV: TGM) (OTCQX: TGLDF) (FRA: 0702)
("Trillium Gold" or the "Company") is pleased to announce that due
to significant investor demand, the best efforts private placement
financing previously announced on February
4, 2022 (the "Offering") is now oversubscribed and, as a
result, the Company has upsized the Offering from C$5.0 million to up to C$6.5 million from the sale of any combination of
the following:
- Units of the Company (each, a "Unit") at a price of
C$0.53 per Unit;
- Flow-through Units of the Company (each, a "FT Unit") at
a price of C$0.60 per FT Unit;
and;
- Charitable FT Units to be sold to charitable purchasers
(each, a "Charity FT Unit") at a price of C$0.75 per Charity FT Unit.
The Units, FT Units and Charity FT Units shall collectively be
referred to as the "Offered Securities". Each Unit will
consist of one common share of the Company (each a "Unit Share")
and one half of one common share purchase warrant (each whole
warrant, a "Warrant"). Each FT Unit and Charity FT Unit will
consist of one common share of the Company to be issued as a
"flow-through share" within the meaning of the Income Tax Act
(Canada), (each a "FT Share"), and
one half of one Warrant. Each Warrant shall entitle the holder to
purchase one common share of the Company (each, a "Warrant Share")
at a price of C$0.80 at any time on
or before that date which is 24 months after the closing date of
the Offering.
Red Cloud Securities Inc. ("Red Cloud" or the "Agent") is acting
as sole agent and bookrunner under the Offering. The Agent will
have an option, exercisable in full or in part, up to 48 hours
prior to the closing of the Offering, to sell up to an additional
C$1,000,000 in any combination of
Offered Securities at the offering prices.
Net proceeds from the sale of FT Shares will be used to incur
"Canadian exploration expenses" as defined in subsection 66.1(6) of
the Income Tax Act and "flow through mining expenditures" as
defined in subsection 127(9) of the Income Tax Act. Such proceeds
will be renounced to the subscribers with an effective date not
later than December 31, 2022, in the
aggregate amount of not less than the total amount of gross
proceeds raised from the issue of FT Shares.
The Company intends to use the net proceeds raised from the
Offering for exploration of the Company's Red Lake properties, as well as for general
working capital purposes. The Offering is scheduled to close on or
around February 28, 2022 and is
subject to certain conditions including, but not limited to,
receipt of all necessary approvals including the approval of the
TSX Venture Exchange. The Unit Shares, FT Shares and Warrant Shares
will have a hold period of four months and one day from the closing
date.
As consideration for their services, the Agent will receive a
cash commission of 6.0% of the gross proceeds of the Offering and
broker warrants in an amount equal to 6.0% of the aggregate number
of Offered Securities sold pursuant to the Offering. Each
broker warrant will be exercisable to purchase one common share of
the Company at a price of C$0.53 for
a period of 24 months from the closing date of the Offering.
The securities described herein have not been, and will not be,
registered under the United States Securities Act, or any state
securities laws, and accordingly may not be offered or sold within
the United States except in
compliance with the registration requirements of the U.S.
Securities Act and applicable state securities requirements or
pursuant to exemptions therefrom. This press release does not
constitute an offer to sell or a solicitation to buy any securities
in any jurisdiction.
On behalf of the Board of Directors,
Trillium Gold Mines Inc.
Russell Starr
Chairman, President & CEO
Visit our website at www.trilliumgold.com.
About Trillium Gold Mines Inc.
Trillium Gold Mines Inc. is a growth focused company engaged in
the business of acquisition, exploration and development of mineral
properties located in the Red Lake Mining District of Northern Ontario. As part of its
regional-scale consolidation strategy, the Company has assembled
the largest prospective land package in and around the Red Lake mining district in proximity to major
mines and deposits, as well as the Confederation Lake and
Birch-Uchi greenstone belts. Recent examples are the acquisition of
the Willis property southwest of and contiguous to the Newman Todd
complex, and a definitive agreement giving the Company control over
a significant portion of the Confederation Lake Greenstone Belt to
more than 100 km in length. In addition, the Company has
interests in highly prospective properties in Larder Lake, Ontario and the Matagami and Chibougamau areas of Quebec.
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 release.
Cautionary note regarding forward-looking
statements
This news release contains forward-looking information, which
involves known and unknown risks, uncertainties and other factors
that may cause actual events to differ materially from current
expectations.
Forward-looking information is based on management's
reasonable assumptions, estimates, expectations, analyses and
opinions, which are based on management's experience and perception
of trends, current conditions and expected developments, and other
factors that management believes are relevant and reasonable in the
circumstances, but which may prove to be incorrect. Such
factors, among others, include: impacts arising from the global
disruption caused by the Covid-19 coronavirus outbreak, business
integration risks; fluctuations in general macroeconomic
conditions; fluctuations in securities markets; fluctuations in
spot and forward prices of gold or certain other commodities;
change in national and local government, legislation, taxation,
controls, regulations and political or economic developments; risks
and hazards associated with the business of mineral exploration,
development and mining (including environmental hazards, industrial
accidents); inability to obtain adequate insurance to cover risks
and hazards; the presence of laws and regulations that may impose
restrictions on mining; employee relations; relationships with and
claims by local communities and indigenous populations;
availability of increasing costs associated with mining inputs and
labour; the speculative nature of mineral exploration and
development (including the risks of obtaining necessary licenses,
permits and approvals from government authorities); and title to
properties.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
press release. The Company disclaims any intention or obligation,
except to the extent required by law, to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
SOURCE Trillium Gold Mines Inc.