NOT FOR DISSEMINATION IN THE UNITED STATES OF AMERICA
TORONTO, May 07, 2019 - Goliath Resources Ltd. (TSX-V: GOT) (OTCQB: GOTRF) (FSE: B4IE) (the “Company or “Goliath”) is pleased to announce that it has closed its first tranche of its continuing non-brokered private placement announced on April 25, 2019 (see release) for a total of $448,788 comprised of $116,788 of flow-through and $332,000 in non-flow through funding.
The first tranche consisted of flow-through units ("FT Unit") priced at $0.10 each and non-flow-through units (“NFT Unit”) priced at $0.09 each. British Columbia residents and corporations are eligible for BC Super Flow Through of 30% from this offering, as well, individuals in British Columbia are also entitled to receive their 15% ITC Federal Tax Credit.
Each FT Unit is comprised of one (1) common share which is a "flow-through" share for Canadian income tax purposes and one-half (1/2) share purchase warrant. Each whole FT warrant will entitle the holder to purchase one (1) additional common share which is not a "flow-through" share at the price of $0.16 for 24 months after closing. If at any time after four months after the date of completion of the offering the Company's Shares have a closing price equal to or higher than $0.32 per Share for ten (10) consecutive trading days on the TSX-V, the Company shall thereafter be entitled to give notice to the $0.16 warrant holders by news release, that such warrants will expire at 4:30 p.m. (Toronto time) on that date which is 30 days after the date of such news release unless exercised before the expiry of that period.
Each NFT Unit is comprised of one (1) common share which is not a "flow-through" share and one (1) share purchase warrant. Each NFT warrant will entitle the holder to purchase one (1) additional common share which is not a "flow-through" share at the price of $0.14 for a period of 24 months after closing. If at any time after four months after the date of completion of the offering the Company's Shares have a closing price equal to or higher than $0.28 per Share for ten (10) consecutive trading days on the TSX-V, the Company shall thereafter be entitled to give notice to the holders of all $0.14 Warrants, by news release, that such warrants will expire at 4:30 p.m. (Toronto time) on that date which is 30 days after the date of such news release unless exercised before the expiry of that period.
The Company may pay finder's fees equal to 7% of the gross proceeds from a portion of the financing in cash, and 7% finders warrants equal to the number of units sold based on the same terms and in accordance with the policies of the TSX Venture Exchange. The proposed private placement and finder's fees are subject to TSX Venture Exchange acceptance. All shares issued pursuant to the offering and any shares issued pursuant to the exercise of warrants will be subject to a four-month hold period from the closing date.
Goliath has accepted the resignation of Mr. Sam Ho, COO. We would like to thank him for his last two years of service and he will remain as a consultant to the Company. In addition, Goliath has entered into a six (6) month agreement for European consulting, marketing and shareholder awareness program with Power One Canada Consulting S.A. for $250,000. In addition, the Company has granted stock options for a total of 2,685,000 common shares of the Company to its officers, directors and consultants. These stock options are exercisable at CDN $0.09 per stock option; all of these options will expire on May 7, 2024. All stock options are governed by the terms and conditions of the Company's stock option plan.
About Goliath
Goliath Resources Ltd. is a project generator of precious metals projects focused in the prolific Golden Triangle and surrounding area of northwestern British Columbia. It controls 100% four highly prospective properties that include Bingo, Copperhead, Golddigger and Lucky Strike covering over 44,000 hectares. All four properties have brand new discoveries that all have returned anomalous gold, silver and/or copper in grab and channel samples from exposed bedrock at surface. These new discoveries occurred in an area of glacial recession and snowpack melting in a world class geological setting where world class deposits have been found.
The newly discovered mineralized Lorne Creek Au-Cu-Mo Porphyry System at the Lucky Strike Property will be the main focus in 2019 with its inaugural drill program planned this exploration season.
Further information regarding Goliath Resources Ltd. can be found at:
www.goliathresourcesltd.com
Contact Information:
Roger Rosmus
Chief Executive Officer
roger@goliathresources.com
+1.416.488.2887 x222
General Disclaimer
Goliath Resources Ltd. "Goliath" has taken all reasonable care in producing and publishing information contained in this news release and will endeavor to do so on a periodic basis. Material in this news release may still contain technical or other inaccuracies, omissions, or typographical errors, for which Goliath assumes no responsibility. Goliath does not warrant or make any representations regarding the use, validity, accuracy, completeness or reliability of any claims, statements or information on this site. Under no circumstances, including, but not limited to, negligence, shall Goliath be liable for any direct, indirect, special, incidental, consequential, or other damages, including but not limited to, loss of programs, loss of data, loss of use of computer of other systems, or loss of profits, whether or not advised of the possibility of damage, arising from your use, or inability to use, the material from this news release. The information is not a substitute for independent professional advice before making any investment decisions. Furthermore, you may not modify or reproduce in any form, electronic or otherwise, any information on this site, except for personal use unless you have obtained our express written permission.
Forward-Looking Statements
This news release contains forward-looking statements, including but not limited to comments regarding predictions and projections. 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. The Company does not intend, and does not assume any obligation, to update these forward-looking statements.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange), nor the OTCQB Venture Market accepts responsibility for the adequacy or accuracy of this release.
