/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR
DISSEMINATION IN THE UNITED
STATES/
TORONTO, March 16,
2023 /CNW/ - G2 Goldfields Inc.
("G2" or the "Company") (TSXV: GTWO)
(OTCQX: GUYGF) is pleased to announce that it has entered into an
agreement with a syndicate of underwriters (the
"Underwriters") led by Cormark Securities Inc.
("Cormark") pursuant to which the Underwriters have agreed
to purchase on a "bought deal" basis 15,000,000 common shares of
the Company (the "Shares") at a price of C$0.80 per Share (the "Offering Price")
for aggregate gross proceeds of approximately C$12 million (the "Offering").
The Underwriters also have an option to purchase that number of
additional Shares equal to 15% of the number of Shares sold
pursuant to the Offering at the Offering Price, for market
stabilization purposes and to cover any over-allotments, if any,
for a period expiring 30 days after the date of closing of the
Offering.
The net proceeds from the Offering will be used to advance
exploration activities at the Company's Oko project in Guyana and for general corporate purposes. The
Offering is expected to close on or about March 23, 2023 and is conditional on the
satisfaction of customary conditions, including approval of the TSX
Venture Exchange (the "TSXV") and other necessary regulatory
approvals.
The Shares will be offered by way of: (i) a prospectus
supplement (the "Prospectus Supplement") to the Company's
existing base shelf prospectus dated December 15, 2022, which Prospectus Supplement is
expected to be filed with the securities commissions and other
similar regulatory authorities in each of the provinces of
Canada, other than Quebec, on or prior to March 20, 2023; (ii) in the United States by way of private placement
pursuant to an exemption from registration requirements of the
United States Securities Act of 1933, as amended; and (iii) in
jurisdictions outside of Canada
and the United States as are
agreed to by the Company and the Underwriters on a private
placement or equivalent basis.
The securities to be offered have not been and will not be
registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or under any securities laws
of any state of the United States,
and may not be offered or sold, directly or indirectly, or
delivered within the United States
or to, or for the account or benefit of, a U.S. person or
person in the United States,
except in certain transactions exempt from the registration
requirements of the U.S. Securities Act and any applicable
securities laws of any state of the
United States. This release does not constitute an offer to
sell or a solicitation to buy such securities in the United States, Canada or in any other jurisdiction where such
offer, solicitation or sale is unlawful. "United States" and "U.S.
person" are as defined in Regulation S under the U.S. Securities
Act.
About G2 Goldfields Inc.
The G2 Goldfields team is comprised of professionals who have
been directly responsible for the discovery of millions of ounces
of gold in Guyana as well as the
financing and development of the Aurora Gold Mine, Guyana's largest gold mine. G2 recently
announced its maiden mineral resource estimate on the newly
discovered Oko property in Guyana
(see press release dated April 25,
2022), and has recently filed on SEDAR an independent
technical report entitled "NI 43-101 Technical Report and Mineral
Resource Estimate for the Oko Gold Property, Cooperative Republic
of Guyana, South America", with an effective date of
April 14, 2022. Highlights of the
report include:
- 974,000 oz. Au – Inferred Mineral Resource contained within
3,274,000 tonnes @ 9.25 g/t Au; and
- 220,000 oz. Au – Indicated Mineral Resource contained within
793,000 tonnes @ 8.63 g/t Au.
Significantly, all of the maiden mineral resources lies within
350 meters of surface and remains open down plunge. The Oko
district has been a prolific alluvial goldfield since its initial
discovery in the 1870's, and modern exploration techniques continue
to reveal the considerable potential of the district.
All scientific and technical information in this news release
has been reviewed and approved by Dan
Noone (CEO of G2 Goldfields Inc.), a "qualified person"
within the meaning of National Instrument 43-101. Mr. Noone (B.Sc.
Geology, MBA) is a Member of the Australian Institute of
Geoscientists.
Forward-Looking Statements
This news release contains certain forward-looking
statements, including, but not limited to, statements about the
Offering, including the expected closing date, the proposed use of
proceeds and approval of the TSXV. Wherever possible, words such as
"may", "will", "should", "could", "expect", "plan", "intend",
"anticipate", "believe", "estimate", "predict" or "potential" or
the negative or other variations of these words, or similar words
or phrases, have been used to identify these forward-looking
statements. These statements reflect management's current beliefs
and are based on information currently available to management as
at the date hereof.
Forward-looking statements involve significant risk,
uncertainties and assumptions. Many factors could cause actual
results, performance or achievements to differ materially from the
results discussed or implied in the forward-looking statements.
These factors should be considered carefully and readers should not
place undue reliance on the forward-looking statements. Although
the forward-looking statements contained in this news release are
based upon what management believes to be reasonable assumptions,
the Company cannot assure readers that actual results will be
consistent with these forward-looking statements. The Company
assumes no obligation to update or revise them to reflect new
events or circumstances, except as required by law.
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this
release.
SOURCE G2 Goldfields Inc.