CRANBROOK, April 16, 2021 - Taiga Gold Corp. (CSE:TGC) ("Taiga" or the "Company") announces that it has completed a non-brokered private placement to arms-length and non-arms-length investors of 12,495,000 flow-through units of the Company (each, a "FT Unit") at a price of $0.20 per FT Unit for gross proceeds totalling CDN$2,499,000.
Each FT Unit consists of one "flow-through" common share of the Company pursuant to the Income Tax Act (Canada) (a "FT Share") and one transferable common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder to purchase one additional common share of the Company at a price of $0.30 at any time prior to the date that is thirty (30) months following the closing date of the Offering, subject to an accelerated expiry provision. If, at any time after the closing date of the Offering, the closing price of the Company's common shares on the Canadian Securities Exchange (the "Exchange") is greater than $0.60 per share for a period of 10 consecutive trading days, the Company may elect to accelerate the expiry date of all convertible securities issued in connection with the Offering, including the Warrants, at any date that is four months and one day after the closing date of the Offering, by giving notice to the holders of the Warrants. In such case, the Warrants would be subject to an expiry date that is 30 days after the date on which such notice is given by the Company (the "Accelerated Expiry Provision").
Taiga engaged REDPLUG Inc. as its financial advisor in connection with the Offering. REDPLUG is a registered exempt market dealer specializing in private placements in the junior resource sector, with a primary focus on gold, silver, platinum and palladium. REDPLUG's accredited investor clients are building positions in well-managed, insider-owned resource companies including prospect generators, advanced explorers, resource developers, and near-term producers.
The gross proceeds of the Offering will be used to advance Taiga's Fisher, Orchid and Mari Lake exploration projects located in Saskatchewan, for exploration expenses that qualify as "flow-through mining expenditures" as defined in the Income Tax Act (Canada). The private placement is subject to final regulatory approval and all securities issued are subject to a four-month-and-one-day hold period.
A portion of the private placement constitutes a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, adopted in the policy. The company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the private placement.
Finder's fees were paid in connection with the Offering, subject to compliance with applicable securities legislation and the policies of the Exchange. Payments of CDN$159,520 in cash and 872,000 broker warrants were made to REDPLUG in connection with the financing.
About Taiga Gold Corp:
Taiga Gold Corp. was created in 2018 through a plan of arrangement with Eagle Plains Resources Ltd. and owns 6 projects targeting gold located within the Trans Hudson Corridor in the area near the Seabee Gold Operation, owned and operated by SSR Mining. Taiga's flagship Fisher property is currently being explored by the Fisher JV, which is owned 20% by Taiga. Taiga also owns a 2.5% NSR over the majority of the Fisher property area, which includes a $100,000 annual advance royalty payable to Taiga. Taiga's 100%-owned Leland, Chico and SAM properties are currently under option to partners SKRR Exploration, Aben Resources and DJ1 Capital, respectively. Taiga continues to advance its 100%-owned Orchid and Mari Lake projects.
Taiga's objective is to focus on the exploration and development of its gold projects located adjacent to the Seabee Gold Operation and along the Tabbernor Fault structure in eastern Saskatchewan, a highly prospective mining jurisdiction which was recently recognized by the Fraser Institute as one of the best places in the world in terms of Investment Attractiveness. Throughout the exploration and development process, our mission is to help maintain prosperous communities by exploring for and discovering resource opportunities while building lasting relationships through honest and respectful business practices.
On behalf of the Board of Directors
"Tim J. Termuende, P.Geo."
President and CEO
For further information on TGC, please contact Mike Labach at
1 866 HUNT ORE (486 8673)
Email: email@example.com or visit our website at http://taigagold.com
Cautionary Note Regarding Forward-Looking Statements
Neither the CSE nor any other regulatory body has reviewed or approved the contents of this news release. This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming financings, work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.
SOURCE: Taiga Gold Corp.
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