Roscan Gold Corporation Announces Pricing of Over Subscribed Overnight Marketed Public Offering
March 16 2021 - 9:24AM
Roscan Gold Corporation (TSXV:ROS) (“Roscan” or the “Company”) is
pleased to announce that, in connection with its previously
announced overnight marketed public offering (the “Offering”), it
has determined to offer and sell 35,714,500 common shares (“Common
Shares”) at a price of $0.42 per Common Share (the “Issue Price”)
for aggregate proceeds of approximately $15,000,090 (the
“Offering”). Closing of the Offering is expected to occur in early
April, 2021 and is subject to regulatory approval, including that
of the TSX Venture Exchange.
The Common Shares to be issued under the
Offering will be offered by way of short form prospectus in the
provinces of British Columbia, Alberta, and Ontario.
In connection with the offering, the Company has
agreed to grant a syndicate of agents led Clarus Securities Inc..
and including Beacon Securities Inc., Echelon Wealth Partners Inc.,
Cormark Securities Inc. and Paradigm Capital (the “Agents”) a cash
commission equal to 6.0% of the gross proceeds of the Offering,
and, as additional consideration, the Agents will be issued
non-transferrable Common Share purchase warrants (“Broker
Warrants”) equal to 6.0% of the aggregate Common Shares sold under
the Offering. Each Broker Warrant is exercisable into one Common
Share at a price of $0.55, for a period of 12 months following the
closing of the Offering.
The Company intends to use the proceeds raised
from the Offering to fund its ongoing exploration program in Mali
and to fund working capital and other general corporate
purposes.
The securities being offered have not, nor will
they be registered under the United States Securities Act of 1933,
as amended, and may not be offered or sold within the United States
or to, or for the account or benefit of, U.S. persons in the
absence of U.S. registration or an applicable exemption from the
U.S. registration requirements. This release does not constitute an
offer for sale of securities in the United States.
No securities regulatory authority has either
approved or disapproved of the contents of this news release.
ABOUT ROSCAN Roscan Gold
Corporation is a Canadian gold exploration company focused on the
exploration and acquisition of gold properties in West Africa. The
Company has assembled a significant land position of 100%-owned
permits in an area of producing gold mines (including B2 Gold's
Fekola Mine which lies in a contiguous property to the west of
Kandiole), and major gold deposits, located both north and south of
its Kandiole Project in West Mali.
For further information please
contact:
Andrew J. Ramcharan, P.Eng
Executive Vice President - Corporate Development & Investor
Relations Tel: (416) 572-2295 Email: aramcharan@Roscan.ca
Greg Isenor, P.Geo Executive
Vice-Chairman Tel: (902) 221-2329 Email: gpisenor@Roscan.ca
This news release contains "forward-looking
information" which may include, but is not limited to, statements
with respect to the future financial or operating performance of
the Company and its projects. Often, but not always,
forward-looking statements can be identified by the use of words
such as "plans", "expects", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates", or "believes"
or variations (including negative variations) of such words and
phrases, or state that certain actions, events or results "may",
"could", "would", "might" or "will" be taken, occur or be achieved.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially
different from any future results, performance or achievements
expressed or implied by the forward-looking statements.
Forward-looking statements contained herein are made as of the date
of this press release and the Company disclaims any obligation to
update any forward-looking statements, whether as a result of new
information, future events or results or otherwise. There can be no
assurance that forward-looking statements will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements. The Company
undertakes no obligation to update forward-looking statements if
circumstances, management's estimates or opinions should change,
except as required by securities legislation. Accordingly, the
reader is cautioned not to place undue reliance on forward-looking
statements. The Company has included in this news release certain
non-IFRS performance measures, including, but not limited to, mine
operating profit, mining and processing costs and cash costs. Cash
costs per ounce reflect actual mine operating costs incurred during
the fiscal period divided by the number of ounces produced. These
measures are not defined under IFRS and therefore should not be
considered in isolation or as an alternative to or more meaningful
than, net income (loss) or cash flow from operating activities as
determined in accordance with IFRS as an indicator of our financial
performance or liquidity. The Company believes that, in addition to
conventional measures prepared in accordance with IFRS, certain
investors use this information to evaluate the Company's
performance and ability to generate cash flow.
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