/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES./
VANCOUVER, BC, May 12, 2023
/CNW/ - Nevada King Gold Corp.
(TSX-V: NKG) ("Nevada
King" or the "Company") is pleased to announce a
that it has closed the brokered portion of its previously announced
financing for gross proceeds of $5-million (the "LIFE Offering"). The LIFE
Offering was led by Canaccord Genuity Corp. as lead agent and sole
bookrunner, on behalf of a syndicate of agents that included Roth
Canada Inc. (collectively the "Agents").
Collin Kettell, Founder & CEO
of Nevada King, commented: "With the
closing of this offering, we welcome six new institutions and funds
to our growing roster of shareholders. These six orders constitute
over 90% of the $5-million LIFE
financing, which was priced at market and without a warrant.
Achieving this pricing in light of difficult market conditions is a
testament to the level of investor confidence in the trajectory of
the Atlanta Gold Mine Project discovery. The concurrent
$11.25-million non-brokered portion
of the financing is being taken almost entirely by existing
shareholders, and upon closing, Nevada
King will be well financed for an aggressive 2023
exploration season and beyond."
The Company is continuing with the non-brokered portion of its
financing (the "Non-Brokered Private Placement" and together
with the LIFE Offering, the "Offering") for additional gross
proceeds of $11.25-million. The
Non-Brokered Private Placement is fully allocated and is expected
to close on or about May 26, 2023.
The total gross proceeds of the Offering, after the completion of
the Non-Brokered Private Placement are expected to be $16.25-million.
In connection with the LIFE Offering, the Company issued
11,111,111 common shares for a purchase price of $0.45 per common share. The common shares issued
under the LIFE Offering were issued by way of the Listed Issuer
Financing Exemption under Part 5A of National Instrument 45-106 –
Prospectus Exemptions and are not subject to resale
restrictions pursuant to applicable Canadian securities laws or the
policies of the TSX Venture Exchange ("TSX-V").
In connection with the LIFE Offering, the Agents received an
aggregate cash fee equal to $250,000.
The net proceeds of the Offering are intended to be used to
advance Nevada King's development
and exploration stage assets and for other general corporate
purposes.
For further information regarding the Non-Brokered Private
Placement, please see the Company's news releases dated
May 1, 2023, May 3, 2023, and May 10,
2023. The issuance of the common shares under the
Non-Brokered Private Placement remains subject to customary
conditions, including, but not limited to, the receipt of all
necessary approvals, inclusive of the approval of the TSX-V.
The securities offered under the Non-Brokered Private Placement
have not been registered under the U.S. Securities Act of 1933, as
amended (the "U.S. Securities Act"), and may not be offered
or sold in the United States
absent registration or an applicable exemption from the
registration requirements. This release does not constitute an
offer to sell or a solicitation of an offer to buy of any
securities in the United States.
The securities described herein 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 except in compliance with
the registration requirements of the U.S. Securities Act and
applicable state securities laws or pursuant to available
exemptions therefrom.
About Nevada King Gold
Corp.
Nevada King is the third largest
mineral claim holder in the State of
Nevada, behind Nevada Gold
Mines (Barrick/Newmont) and Kinross
Gold. Starting in 2016 the Company has staked large project
areas hosting significant historical exploration work along the
Battle Mountain trend located
close to current or former producing gold mines. These project
areas were initially targeted based on their potential for hosting
multi-million ounce gold deposits and were subsequently staked
following a detailed geological evaluation. District-scale projects
in Nevada King's portfolio include
(1) the 100% owned Atlanta Mine, located 100km southeast of
Ely, (2) the Lewis and Horse
Mountain-Mill Creek projects, both located between Nevada Gold Mines' large Phoenix and Pipeline mines, and (3) the Iron
Point project, located 35km east of Winnemucca, Nevada. The Company is well
funded with cash of approximately $10
million after closing of LIFE Offering.
The Atlanta Mine is a historical gold-silver producer with a
National Instrument 43-101 ("NI 43-101") compliant
pit-constrained resource of 460,000 oz Au in the measured and
indicated category (11.0M tonnes at
1.3 g/t) plus an inferred resource of 142,000 oz Au (5.3M tonnes at 0.83 g/t). See the NI 43-101
Technical Report on Resources titled "Atlanta Property,
Lincoln County, NV" with an
effective date of October 6, 2020,
and a report date of December 22,
2020, as prepared by Gustavson Associates and filed under
the Company's profile on SEDAR (www.sedar.com).
The scientific and technical information in this news release
has been reviewed and approved by Calvin R.
Herron, P.Geo., who is a Qualified Person as defined by NI
43-101.
NI 43-101 Mineral Resources at the Atlanta Mine
Resource
Category
|
Tonnes (000's)
|
Au Grade (ppm)
|
Contained Au
Oz (000's)
|
Ag Grade (ppm)
|
Contained Ag
Oz (000's)
|
Measured
|
4,130
|
1.51
|
200
|
14.0
|
1,860
|
Indicated
|
6,910
|
1.17
|
260
|
10.6
|
2,360
|
Measured+Indicated
|
11,000
|
1.30
|
460
|
11.9
|
4,220
|
Inferred
|
5,310
|
0.83
|
142
|
7.3
|
1,240
|
Please see the Company's website at www.nevadaking.ca.
Neither the TSX Venture Exchange 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.
Cautionary Statements Regarding
Forward Looking Information
This news release contains certain "forward-looking
information" and "forward-looking statements" (collectively
"forward-looking statements") within the meaning of applicable
securities legislation. Forward-looking statements are frequently,
but not always, identified by words such as "expects",
"anticipates", "believes", "intends", "estimates", "potential",
"possible", and similar expressions, or statements that events,
conditions, or results "will", "may", "could", or" should" occur or
be achieved. All statements, other than statements of historical
fact, included herein, without limitation, statements relating the
closing of the Non-Brokered Private Placement, TSX-V approval of
the Non-Brokered Private Placement, the use of proceeds with
respect to the Offering, and the results of the mineral resource
estimate on the project are forward-looking statements. There can
be no assurance that such statements will prove to be accurate, and
actual results and future events could differ materially from those
anticipated in such statements. Forward-looking statements reflect
the beliefs, opinions and projections on the date the statements
are made and are based upon a number of assumptions and estimates
that, while considered reasonable by Nevada
King, are inherently subject to significant business,
economic, competitive, political and social uncertainties and
contingencies. Many factors, both known and unknown, could cause
actual results, performance or achievements to be materially
different from the results, performance or achievements that are or
may be expressed or implied by such forward-looking statements and
the parties have made assumptions and estimates based on or related
to many of these factors. Such factors include, without limitation,
the ability to complete proposed exploration work given the global
COVID-19 pandemic, the results of exploration, continued
availability of capital, and changes in general economic, market
and business conditions. Readers should not place undue reliance on
the forward-looking statements and information contained in this
news release concerning these items. Nevada
King does not assume any obligation to update the
forward-looking statements of beliefs, opinions, projections, or
other factors, should they change, except as required by applicable
securities laws.
SOURCE Nevada King Gold Corp.