TORONTO, Feb. 19, 2020 /CNW/ - HARTE GOLD
CORP. ("Harte Gold" or the "Company") (TSX: HRT / OTC: HRTFF /
Frankfurt: H4O) is pleased to announce that the Company has priced
its previously announced overnight marketed private placement of
flow-through common shares (the "Flow-Through Shares"). The
Company has entered into an underwriting agreement with a syndicate
of underwriters led by Canaccord Genuity Corp. and Haywood
Securities, and including CIBC Capital Markets and BNP Paribas
Canada (collectively, the "Underwriters") for the sale of
168,750,000 Flow-Through Shares at a price of C$0.16 per Flow-Through Share for gross proceeds
of C$27,000,000 (the
"Offering").
Appian Capital Advisory LLP ("Appian"), a significant
shareholder of the Company which has a pro rata right pursuant to
the terms of an investor rights agreement dated, participated in
purchasing common shares of the Company to the extent of its pro
rata interest, which represents approximately 24.4% of the issued
and outstanding common shares of the Company.
The Flow-Through Shares will qualify as "flow-through shares"
(within the meaning of subsection 66(15) of the Income Tax Act
(Canada). The gross proceeds from
the Offering will be used by the Company to incur eligible
"Canadian development expenses" as such term is defined in the
Income Tax Act (Canada) (the
"Qualifying Expenditures") related to the Company's assets
in Ontario no later than
June 30, 2021. All Qualifying
Expenditures will be proportionately renounced in favour of the
subscribers of the Flow-Through Shares effective on several dates
ending no later than June 30,
2021.
The Offering is expected to close on or about March 11, 2020 and is subject to certain
customary closing conditions, including but not limited to, the
receipt of all required regulatory approvals, including the
approval of the Toronto Stock Exchange. The Flow-Through Shares of
the Company issued in connection with the Offering will be subject
to a hold period in Canada of four
months and one day from the date of issuance.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. This press release
does not constitute an offer of securities for sale in the United States. The securities being
offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended, and such
securities may not be offered or sold within the United States absent registration under
U.S. federal and state securities laws or an applicable exemption
from such U.S. registration requirements.
About Harte Gold Corp.
Harte Gold holds a 100% interest in the Sugar Zone Mine located
in White River, Canada. The
Sugar Zone Mine entered commercial production in 2019. The
Company previously disclosed its production guidance for 2020 of
42,000 to 48,000 gold ounces (for more information refer to the
Company's News Release dated January
9, 2020). The Company has further potential through
exploration at the Sugar Zone Property, which encompasses 79,335
hectares covering a significant greenstone belt. Harte
Gold trades on the Toronto Stock Exchange under the symbol "HRT",
on the OTC under the symbol "HRTFF" and on the Frankfurt Exchange
under the symbol "H4O".
Cautionary Note Regarding Forward - Looking
Information
This news release contains "forward-looking information"
within the meaning of the applicable Canadian securities
legislation that is based on expectations, estimates and
projections as at the date of this news release. The information in
this news release about the offering; the use of the proceeds from
the offering; the size of the offering; the exercise of Appian's
pro-rata interest, the issuance of securities to Appian, the timing
and ability of the Company to close the offering, if at all; the
timing and ability of the Company to satisfy the customary listing
conditions of the Toronto Stock Exchange and ability of the Company
to obtain all necessary approvals; the tax treatment of the
securities issued under the offering under the Income Tax Act
(Canada); the timing to renounce
all Qualifying Expenditures in favour of the subscribers, if
at all; and any other information herein that is not a historical
fact may be "forward- looking information".
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, Harte Gold cannot assure
shareholders and prospective purchasers
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 Harte Gold nor any other
person assumes responsibility for the
accuracy and completeness of any such forward-looking
information. Harte Gold does not undertake, 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 Harte Gold Corp.