/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
TSXV: GGI
OTC: GGIFF
Frankfurt: RQM
VANCOUVER, BC, July 26,
2022 /CNW/ - Garibaldi Resources (TSXV: GGI) (the
"Company" or "Garibaldi") is pleased to announce
the closing of the flow-through portion of the non-brokered private
placement financing (the "Financing") announced on
July 5, 2022. The Company sold an
aggregate 5,328,944 flow-through units (each, a "Unit") at
$0.43 per Unit for aggregate gross
proceeds of $2,291,445.92. Each Unit
was comprised of one flow-through common share and one-half of one
common share purchase warrant. Each whole warrant is exercisable at
$0.55 per common share for a period
of two years. The flow-through portion of the Financing was
over-subscribed by almost 15%.
The proceeds from the Financing will be used to explore
Garibaldi's base metal projects under the new Federal Government
(CMETC) initiative announced in the most recent federal budget,
including the Nickel Mountain Gabbroic Complex and the newly
identified base metal corridor along strike of the 15 km long NMGC,
within the Eskay district of Northwest
British Columbia.
The Company paid cash finder's fees of $126,960.05 and issued 295,255 share purchase
warrants (the "Finder's Warrants") to three finders led
by GloRes Securities Inc. in connection with certain subscriptions
in the Financing. The Finder's Warrants are exercisable at
$0.43 per common share for a period
of two years.
All securities issued in connection with the Financing are
subject to a statutory hold period expiring November 23, 2022.
An insider of the Company acquired 100,000 Units which
constituted a related party transaction under Multilateral
Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The issuance to the
insider is exempt from the valuation requirement of MI 61-101 by
the virtue of the exemption contained in section 5.5(b) as the
Company's shares are not listed on a specified market and from the
minority shareholder approval requirements of MI 61-101 by virtue
of the exemption contained in Section 5.7(1)(a) as the value of the
Units did not exceed 25% of the Company's market
capitalization.
About Garibaldi
Garibaldi Resources Corp. is an active Canadian-based junior
exploration company focused on creating shareholder value through
discoveries and strategic development of its assets in some of the
most prolific mining regions in British
Columbia and Mexico.
GARIBALDI RESOURCES
CORP.
Per: "Steve Regoci"
Steve Regoci, President
Neither the TSX Venture Exchange nor its Regulation Services
Provider accepts responsibility for the adequacy or the accuracy of
this release
Cautionary Statement Regarding Forward-Looking
Statements
This news release includes certain "forward-looking
statements" under applicable Canadian securities legislation that
are not historical facts. Forward-looking statements involve risks,
uncertainties, and other factors that could cause actual results,
performance, prospects, and opportunities to differ materially from
those expressed or implied by such forward-looking statements.
Forward-looking statements in this news release include, but are
not limited to, statements with respect to the expectations of
management regarding the proposed Offering, the expectations of
management regarding the use of proceeds of the Offering, closing
conditions for the Offering, the expiry of hold periods for
securities distributed pursuant to the Offering, and Exchange
approval of the proposed Offering. Although the Company believes
that the expectations reflected in the forward-looking information
are reasonable, there can be no assurance that such expectations
will prove to be correct. Such forward-looking statements are
subject to risks and uncertainties that may cause actual results,
performance or developments to differ materially from those
contained in the statements including that: the Company may not
complete the Offering on terms favorable to the Company or at all;
the Exchange may not approve the Offering; the proceeds of the
Offering may not be used as stated in this news release; the funds
raised from the sale of the FT Units and the Units may not be
renounced in favour of the Shareholders; the Company may be unable
to satisfy all of the conditions to the Closing; and those
additional risks set out in the Company's public documents filed on
SEDAR at www.sedar.com. Although the Company believes that the
assumptions and factors used in preparing the forward-looking
statements are reasonable, undue reliance should not be placed on
these statements, which only apply as of the date of this news
release, and no assurance can be given that such events will occur
in the disclosed time frames or at all. Except where required by
law, the Company disclaims any intention or obligation to update or
revise any forward-looking statement, whether as a result of new
information, future events, or otherwise.
SOURCE Garibaldi Resources Corp.