/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
TORONTO, May 4, 2020 /CNW/ - Marathon Gold
Corporation ("Marathon" or the "Company"; TSX: MOZ) is
pleased to announce that it has entered into an agreement with
Canaccord Genuity Corp., Sprott Capital Partners and RBC Capital
Markets to act as co-lead underwriters, on behalf of a syndicate of
underwriters (collectively the "Underwriters"), pursuant to which
the Underwriters will purchase, on a bought deal basis, an
aggregate of 17,375,000 units (the "Units") of the Company at
a price of C$1.50 per Unit (the
"Offering Price") for aggregate gross proceeds of C$26,062,500 (the "Underwritten
Offering").
Each Unit will be comprised of one common share of the Company
and one half of one common share purchase warrant of the Company
(each full warrant, a "Warrant"). Each Warrant will entitle the
holder to acquire one common share of the Company at a price of
C$1.90 per common share at any time
on or before that date which is 12 months after the Closing Date
(as defined herein).
In addition, the Company will grant the Underwriters an option
to acquire up to an additional 2,606,250 Units (the
"Underwriter Option Units" and together with the Units,
the "Offered Securities") at a price of C$1.50 per Underwriter Option Unit for additional
gross proceeds of up to C$3,912,900
(the "Underwriter Option" and together with the Underwritten
Offering, the "Offering"), exercisable in whole or in part, at any
time on or prior to the date that is 30 days following the Closing
Date.
The Company intends to use the net proceeds from the Offering to
continue the permitting, development and exploration of the
Valentine Gold Project, as well as for working capital and general
corporate purposes.
The Offered Securities will be offered by way of a short-form
prospectus in each of the provinces of Canada, except Québec, as agreed to by the
Company and the Underwriters.
Closing of the Offering is expected to occur on or about
May 26, 2020 (the "Closing Date") and
is subject to certain conditions including, but not limited to,
receipt of all necessary regulatory approvals, including the
approval of the Toronto Stock Exchange and applicable
securities regulatory authorities.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy the securities described herein in
the United States. The securities
described herein have not been and will not be registered under the
United States Securities Act of 1933, as amended, and may not be
offered or sold in the United
States or to the account or benefit of a U.S. person absent
an exemption from the registration requirements of such
Act.
About Marathon
Marathon (TSX:MOZ) is a
Toronto based gold company
advancing its 100%-owned Valentine Gold Project located in central
Newfoundland, one of the top
mining jurisdictions in the world. The Project comprises a
series of four mineralized deposits along a 20-kilometre system. An
April 2020 Pre-Feasibility Study
outlined an open pit mining and conventional milling operation over
a twelve-year mine life with a 36% after-tax rate of return. The
Project has estimated Proven and Probable Mineral Reserves of 1.87
Moz (41.05 Mt at 1.41 g/t Au) and Total Measured and Indicated
Mineral Resources (inclusive of the Mineral Reserves) of 3.09 Moz
(54.9 Mt at 1.75 g/t Au). Additional Inferred Mineral Resources are
0.96 Moz (16.77 Mt at 1.78 g/t Au). Please see the Technical Report
dated April 21, 2020 for
further details and assumptions relating to the Valentine Gold
Project.
To find out more information on Marathon Gold Corporation and
the Valentine Gold Project, please visit www.marathon-gold.com.
Cautionary Statement Regarding Forward-Looking
Information
Certain information contained in this news release
constitutes forward-looking information within the meaning of
Canadian securities laws ("forward-looking statements"). All
statements in this news release, other than statements of
historical fact, which address events, results, outcomes or
developments that Marathon expects
to occur are forward-looking statements. Forward-looking statements
include statements that are predictive in nature, depend upon or
refer to future events or conditions, or include words such as
"expects", "anticipates", "plans", "believes", "estimates",
"considers", "intends", "targets", or negative versions thereof and
other similar expressions, or future or conditional verbs such as
"may", "will", "should", "would" and "could". More particularly and
without restriction, this news release contains forward-looking
statements and information about Marathon's intention to complete the
Underwritten Offering and the timing thereof, economic
analyses for the Valentine Gold Project, capital and operating
costs, processing and recovery estimates and strategies, future
exploration and mine plans, objectives and expectations of
Marathon, future feasibility
studies and environmental impact statements and the timetable for
completion and content thereof and statements as to management's
expectations with respect to, among other things, the matters and
activities contemplated in this news release.
Forward-looking statements involve known and unknown risks,
uncertainties and assumptions and accordingly, actual results and
future events could differ materially from those expressed or
implied in such statements. You are hence cautioned not to place
undue reliance on forward-looking statements. A mineral resource
that is classified as "inferred" or "indicated" has a great amount
of uncertainty as to its existence and economic and legal
feasibility. It cannot be assumed that any or part of an "indicated
mineral resource" or "inferred mineral resource" will ever be
upgraded to a higher category of mineral resource. Investors are
cautioned not to assume that all or any part of mineral deposits in
these categories will ever be converted into proven and probable
mineral reserves.
By its nature, this information is subject to inherent risks
and uncertainties that may be general or specific and which give
rise to the possibility that expectations, forecasts, predictions,
projections or conclusions will not prove to be accurate, that
assumptions may not be correct and that objectives, strategic goals
and priorities will not be achieved. Factors
that could cause future results or events to differ materially from
current expectations expressed or implied by the forward-looking
statements include receipt of all necessary regulatory
approvals, completion of all conditions to closing of the
Underwritten Offering, availability of financing to
fund Marathon's exploration and
development activities, the ability of the current exploration
program to identify and expand mineral resources, operational risks
in exploration and development for gold, Marathon's ability to realize the
pre-feasibility study, delays or changes in plans with respect to
exploration or development projects or capital expenditures,
uncertainty as to calculation of mineral resources, changes in
commodity and power prices, changes in interest and currency
exchange rates, the ability to attract and retain qualified
personnel, inaccurate geological and metallurgical assumptions
(including with respect to the size, grade and recoverability of
mineral resources), changes in development or mining plans due to
changes in logistical, technical or other factors, title defects,
government approvals and permits, cost escalation, changes in
general economic conditions or conditions in the financial markets,
environmental regulation, operating hazards and risks, delays,
taxation rules, competition, public health crises such as the
COVID-19 pandemic and other uninsurable risks, liquidity risk,
share price volatility, dilution and future sales of common shares,
aboriginal claims and consultation, cybersecurity threats, climate
change, delays and other risks described in Marathon's documents filed with Canadian
securities regulatory authorities. You can find further information
with respect to these and other risks in Marathon's Annual Information Form for the
year ended December 31, 2019 and
other filings made with Canadian securities regulatory authorities
and available at www.sedar.com. Other than as specifically required
by law, Marathon undertakes no
obligation to update any forward-looking statement to reflect
events or circumstances after the date on which such statement is
made, or to reflect the occurrence of unanticipated events, whether
as a result of new information, future events or results
otherwise.
SOURCE Marathon Gold Corporation