Almaden Closes Oversubscribed $9.4 Million Non-Brokered Private Placement
June 07 2018 - 4:05PM
Almaden Minerals Ltd. (“Almaden” or “the Company”)
(TSX:AMM) (NYSE American:AAU) is pleased to announce that it has
closed its previously announced non-brokered private placement with
the issuance of 9,440,000 units (“Units”) at $1.00 per Unit (the
“Offering”). Each Unit consisted of one common share of the
Company (a “Common Share”) and one-half of one non-transferable
Common Share purchase warrant (each such whole Common Share
purchase warrant, a “Warrant”). Each Warrant allows the
holder to purchase one Common Share at a price of $1.35 until June
7, 2022. The Warrants are subject to an acceleration
provision whereby if, commencing October 8, 2018, the daily volume
weighted average trading price of the Common Shares on the Toronto
Stock Exchange is higher than $2.00 for 20 consecutive trading days
then, on the 20th consecutive trading day of any such period (the
“Acceleration Trigger Date”), the expiry date of the Warrants may
be accelerated by the Company to the 30th trading day after the
Acceleration Trigger Date by the issuance of a news release
announcing such acceleration within three trading days of the
Acceleration Trigger Date.
The Offering was made by way of a private
placement to qualified investors in Canada, United States of
America and certain other jurisdictions where the Offering could
lawfully be made. All securities issued and issuable under
the Offering are subject to a four month hold period expiring
October 8, 2018 in accordance with applicable securities laws in
Canada, and additional restrictions under the laws of the United
States and other jurisdictions in which the Offering was made.
Finders fees consisting of $384,900.00 in cash
and finder warrants (“Finder Warrants”) to purchase 192,450 Common
Shares at a price of $1.35 until June 7, 2020 were paid to
arms-length, licensed securities dealers on a portion of the
Offering. The Finder Warrants are subject to the same acceleration
provisions as the Warrants.
Elaine Ellingham, a Director of the Company,
acquired 25,000 Units under the Offering. Such participation in the
Offering is considered to be a “related party transaction” as
defined under Multilateral Instrument 61-101 Protection of Minority
Security Holders in Special Transactions (“MI 61-101”). The
Offering is exempt from the formal valuation and minority
shareholder approval requirements of MI 61-101 as neither the fair
market value of the Units issued to, nor the consideration paid by,
Ms. Ellingham exceeds 25% of the Company’s market
capitalization.
Almaden intends to use the net proceeds of the
Offering for exploration and development activities relating to the
Ixtaca project, and for general corporate purposes.
About Almaden
Almaden Minerals Ltd. owns 100% of the Ixtaca
project in Puebla State, Mexico, subject to a 2.0% NSR royalty held
by Almadex Minerals Limited. Almaden discovered the Ixtaca
gold-silver deposit in 2010.
On Behalf of the Board of Directors
“Morgan Poliquin”Morgan J. Poliquin, Ph.D.,
P.Eng.President, CEO and DirectorAlmaden Minerals Ltd.
Forward-Looking InformationNeither the Toronto
Stock Exchange (TSX) nor the NYSE American have reviewed or
accepted responsibility for the adequacy or accuracy of the
contents of this news release which has been prepared by
management. Except for the statements of historical fact contained
herein, certain information presented constitutes "forward-looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and Canadian securities
laws. Such forward-looking statements, including but not limited
to, those with respect to potential expansion of mineralization,
potential size of mineralized zone, and size and timing of
exploration and development programs, estimated project capital and
other project costs and the timing of submission and receipt
and availability of regulatory approvals involve known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance or achievement of Almaden to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Such
factors include, among others, risks related to international
operations and joint ventures, the actual results of current
exploration activities, conclusions of economic evaluations,
uncertainty in the estimation of mineral resources, changes in
project parameters as plans continue to be refined, environmental
risks and hazards, increased infrastructure and/or operating costs,
labour and employment matters, and government regulation and
permitting requirements as well as those factors discussed in the
section entitled "Risk Factors" in Almaden's Annual Information
form and Almaden's latest Form 20-F on file with the United States
Securities and Exchange Commission in Washington, D.C. Although
Almaden has attempted to identify important factors that could
cause actual results to differ materially, there may be other
factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove
to be accurate as actual results and future events could differ
materially from those anticipated in such statements. Almaden
disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, other than as required pursuant to
applicable securities laws. Accordingly, readers should not place
undue reliance on forward-looking statements.
THIS NEWS RELEASE IS A MATTER OF RECORD
ONLY, AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED
HEREIN. THE OFFERING IN QUESTION WAS NOT REGISTERED UNDER THE
UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE
SECURITIES LAWS, AND THE SECURITIES SOLD IN SUCH OFFERING MAY NOT
BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS ABSENT
REGISTRATION OR APPLICABLE EXEMPTION FROM REGISTRATION
REQUIREMENTS.
Contact Information:
Almaden Minerals Ltd. Tel. 604.689.7644 Email:
info@almadenminerals.comhttp://www.almadenminerals.com/