/NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE OR
FOR DISSEMINATION IN THE UNITED
STATES/
TORONTO, Sept. 11, 2019 /CNW/ - HARTE GOLD CORP.
("Harte Gold" or the "Company") (TSX: HRT/FSE: H4O/OTC:
HRTFF) is pleased to announce that it has entered into an
agreement with Echelon Wealth Partners Inc. ("Echelon "),
pursuant to which Echelon has agreed to purchase, on a bought deal
basis, 20,000,000 flow-through common shares (the "Flow-Through
Shares") of the Company at a price of $0.30 per Flow-Through Share (the "Issue
Price") for gross proceeds of $6.0
million (the Offering").
The Offering will be conducted by Echelon as sole underwriter
and bookrunner. The Company has granted Echelon an option to
purchase up to an additional 15.0% of the Flow-Through Shares sold
under the Offering at the Issue Price (the "Underwriters'
Option"). The Underwriters' Option may be exercised in whole or
in part to purchase Flow-Through Shares as determined by Echelon
upon written notice to the Company at any time up to 48 hours prior
to the closing date of the Offering.
The gross proceeds from the issuance of the Flow-Through Shares
will be used for "Canadian exploration" expenses ("CEE"),
and will qualify as "flow-through mining expenditures" (the
"Qualifying Expenditures"), as those terms are defined in
the Income Tax Act (Canada), which
will be renounced with an effective date no later than December 31, 2019 to the initial purchasers of
the Flow-Through Shares (other than Echelon) in an aggregate amount
not less than the gross proceeds raised from the issue of the
Flow-Through Shares, and, if the Qualifying Expenditures are
reduced by the Canada Revenue Agency, the Company will indemnify
each initial purchaser (other than Echelon) for any additional
taxes payable by such subscriber as a result of the Company's
failure to renounce the Qualifying Expenditures as agreed.
Harte has agreed to grant Echelon a cash commission equal to
5.0% of the gross proceeds of the Offering (including the
Underwriters' Option) and that number of broker warrants
("Broker Warrants") equal to 5.0% of the number of
Flow-Through Shares sold in the Offering (including the
Underwriters' Option), provided that such commissions shall be
reduced to 3% in respect of any Flow-Through Shares sold to
purchasers on the "President's List", such list not to exceed
$2,000,000. Each Broker Warrant will
be exercisable into one common share at a price equal to
$0.30 per common share for a period
of 18 months from the closing date of the Offering.
The Offering will be completed by way of a short form prospectus
to be filed in each of the provinces of Canada, with the exception of the province of
Quebec, by way of a private
placement in the United States,
and in those jurisdictions outside of Canada and the
United States which are agreed to by the Company and the
Underwriters, where the Flow-Through Shares can be issued on a
private placement basis, exempt from any prospectus, registration
or other similar requirements.
The Offering is expected to close on or about September 27, 2019, or such other date as the
Company and Echelon may agree, and is subject to customary closing
conditions, including the approval of the securities regulatory
authorities and the TSX.
This news release does not constitute an offer to sell or a
solicitation of an offer to sell any of securities in the United States. The securities have not
been and will not be registered under the U.S. Securities Act or
any state securities laws and may not be offered or sold within
the United States or to U.S.
Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
About Harte Gold Corp.
Harte Gold is Ontario's newest
gold producer through its wholly owned Sugar Zone Mine in
White River Ontario. Using a 3 g/t
gold cut-off, the NI 43-101 compliant Mineral Resource Estimate
dated February 19, 2019 contains an
Indicated Mineral Resource of 4,243,000 tonnes grading 8.12 g/t Au
with 1,108,000 ounces contained gold and an Inferred Mineral
Resource of 2,954,000 tonnes, grading 5.88 g/t Au with 558,000
ounces contained gold.
A NI 43-101 compliant Feasibility Study was completed on the
Sugar Zone Mine effective February 15,
2019 calculating total Reserves of 3,879,000 tonnes grading
7.1 g/t Au with 890,000 ounces of gold. Exploration continues on
the Sugar Zone Property, which encompasses 79,335 hectares covering
a significant greenstone belt.
This news release includes "forward-looking statements",
within the meaning of applicable securities legislation, which are
based on the opinions and estimates of management and are subject
to a variety of risks and uncertainties and other factors that
could cause actual events or results to differ materially from
those projected in the forward-looking statements. Forward-looking
statements in this news release include statements regarding the
ability of the Company to successfully complete its management and
Board renewal initiative, the availability of the US$7.5 million Appian standby commitment and the
Company raising additional capital on a timely basis to address
short-term working capital needs. Forward-looking statements are
often, but not always, identified by the use of words such as
"seek", "anticipate", "budget", "plan", "continue", "estimate",
"expect", "forecast", "may", "will", "project", "predict",
"potential", "targeting", "intend", "could", "might", "should",
"believe" and similar words suggesting future outcomes or
statements regarding an outlook. Such risks and uncertainties
include, but are not limited to, there being no events of default
or breaches of key financing agreements, including agreements with
BNP Paribas and Appian; the Company being able to attract and
retain qualified candidates to join the Company's management team
and Board, risks associated with the mining industry, including
operational risks in exploration, development and production;
delays or changes in plans with respect to exploration or
development projects or capital expenditures; the uncertainty of
reserve estimates; the uncertainty of estimates and projections in
relation to production, costs and expenses; the uncertainty
surrounding the ability of the Company to obtain all permits,
consents or authorizations required for its operations and
activities; and health, safety and environmental risks, the risk of
commodity price and foreign exchange rate fluctuations, the ability
of Harte Gold to fund the capital and operating expenses necessary
to achieve the business objectives of Harte Gold, the uncertainty
associated with commercial negotiations and negotiating with
foreign governments and risks associated with international
business activities, as well as those risks described in public
disclosure documents filed by the Company. Due to the risks,
uncertainties and assumptions inherent in forward-looking
statements, prospective investors in securities of the Company
should not place undue reliance on these forward-looking
statements. Readers are cautioned that the foregoing list of risks,
uncertainties and other factors are not exhaustive. The
forward-looking statements contained in this news release are made
as of the date hereof and the Company undertakes no obligation to
update publicly or revise any forward-looking statements or in any
other documents filed with Canadian securities regulatory
authorities, whether as a result of new information, future events
or otherwise, except in accordance with applicable securities laws.
The forward-looking statements are expressly qualified by this
cautionary statement. The Toronto Stock Exchange has not reviewed
and does not accept responsibility for the adequacy or accuracy of
this news release.
SOURCE Harte Gold Corp.