/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO
U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
MONTRÉAL, Feb. 9, 2021 /CNW
Telbec/ - MONARCH MINING
CORPORATION ("Monarch"
or the "Corporation") (TSX: GBAR) is pleased to
announce that it has entered into an agreement pursuant to which
Sprott Capital Partners LP and Stifel GMP as co-lead underwriters
and joint bookrunners (collectively, the "Underwriters")
have agreed to purchase, on a "bought deal" private placement basis
(i) 857,143 flow-through common shares of the Corporation (the
"Quebec FT Shares") at a price of C$1.75 per Quebec FT Share, and (ii) 2,536,232
flow-through common shares of the Corporation (the "FT
Shares") at a price of C$1.38 per
FT Share, for aggregate gross proceeds of C$5 million (the "Offering").
Each Quebec FT Share will qualify as a "flow-through share"
(within the meaning of subsection 66(15) of the Income Tax
Act (Canada) and section 359.1
of the Taxation Act (Québec)) and each FT Share will qualify
as a "flow-through share" (within the meaning of subsection 66(15)
of the Income Tax Act (Canada).
The Underwriters have also been granted an option (the
"Underwriters' Option") exercisable, in whole or in part, up
to 48 hours prior to the Closing Date (as defined below), to
increase the size of the Offering by up to approximately 15% of the
total number of Quebec FT Shares and FT Shares sold under the
Offering, in any combination of Quebec FT Shares at the Quebec FT
Offering Price and/or FT Shares at the FT Offering Price, as
applicable.
The gross proceeds from the sale of the Quebec FT Shares and the
FT Shares will be used by the Corporation to incur eligible
"Canadian exploration expenses" that qualify as "flow-through
mining expenditures" as both terms are defined in the Income Tax
Act (Canada) (the
"Qualifying Expenditures") related to the Corporation's
projects in Québec. The Qualifying Expenditures will be renounced
in favour of the subscribers with an effective date no later than
December 31, 2021.
The Offering is scheduled to close on or about March 2, 2021 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary regulatory and other approvals including the conditional
approval of the Toronto Stock Exchange.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in
the United States. The securities
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities
Act"), or any state securities laws and may not be offered or
sold within the United States or
to or for the account or benefit of a U.S. person (as defined in
Regulation S under the U.S. Securities Act) unless registered under
the U.S. Securities Act and applicable state securities laws or an
exemption from such registration is available.
About Monarch
Monarch Mining Corporation (TSX: GBAR) is a fully integrated
mining company that owns four advanced projects, including the
fully permitted past-producing Beaufor Mine, which has produced
over 1 million ounces of gold over the last 30 years. Other
advanced assets include the Croinor Gold, McKenzie Break and
Swanson properties, all located
near Monarch's wholly owned and
fully permitted Beacon 750 tpd mill. Monarch owns more than 260 km2
of mining assets in the prolific Abitibi mining camp that host
588,482 ounces of combined measured and indicated gold resources
and 329,393 ounces of combined inferred resources.
Cautionary Note Regarding Forward-Looking Information
The forward-looking statements in this press release involve
known and unknown risks, uncertainties and other factors that may
cause Monarch's actual results,
performance and achievements to be materially different from the
results, performance or achievements expressed or implied therein.
Neither TSX nor its Regulation Services Provider (as that term is
defined in the policies of the TSX) accepts responsibility for the
adequacy or accuracy of this press release. This
news release contains "forward-looking information" within the
meaning of the applicable Canadian securities legislation that is
based on expectations, estimates, projections and interpretations
as at the date of this news release. The information in this news
release about the transaction; and any other information herein
that is not a historical fact may be "forward-looking information".
Any statement that involves discussions with respect to
predictions, expectations, interpretations, beliefs, plans,
projections, objectives, assumptions, future events or performance
(often but not always using phrases such as "expects", or "does not
expect", "is expected", "interpreted", "management's view",
"anticipates" or "does not anticipate", "plans", "budget",
"scheduled", "forecasts", "estimates", "believes" or "intends" or
variations of such words and phrases or stating that certain
actions, events or results "may" or "could", "would", "might" or
"will" be taken to occur or be achieved) are not statements of
historical fact and may be forward-looking information and are
intended to identify forward-looking information. This
forward-looking information is based on reasonable assumptions and
estimates of management of the Corporation, at the time it was
made, involves known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or
achievements of the companies to be materially different from any
future results, performance or achievements expressed or implied by
such forward- looking information. Such factors include, among
others, risks relating to the completion of the Offering, the tax
treatment of the Quebec FT Shares and the FT Shares, TSX approval
and the Use of Proceeds. Although the forward-looking information
contained in this news release is based upon what management
believes, or believed at the time, to be reasonable assumptions,
the parties cannot assure shareholders and prospective purchasers
of securities that actual results will be consistent with such
forward-looking information, as there may be other factors that
cause results not to be as anticipated, estimated or intended, and
neither party nor any other person assumes responsibility for the
accuracy and completeness of any such forward-looking information.
Neither party undertakes, and assumes no obligation, to update or
revise any such forward-looking statements or forward-looking
information contained herein to reflect new events or
circumstances, except as may be required by law.
SOURCE Monarch Mining Corporation