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Angus Gold Inc
Symbol GUS
Shares Issued 54,901,050
Close 2024-06-21 C$ 0.46
Market Cap C$ 25,254,483
Recent Sedar Documents

Angus Gold closes $4-million private placement

2024-06-21 13:12 ET - News Release

Ms. Breanne Beh reports

ANGUS GOLD COMPLETES $4 MILLION BROKERED PRIVATE PLACEMENT

Angus Gold Inc. has closed its previously announced brokered private placement. The offering was completed through a syndicate of agents led by Beacon Securities Ltd. and including Canaccord Genuity Corp. The offering comprised five million flow-through (FT) units at a price of 80 cents per FT unit for aggregate gross proceeds of $4-million pursuant to Part 5A of National Instrument 45-106 (Prospectus Exemptions).

Each FT unit consists of one common share of the company and one-half of one common share purchase warrant of the company, each of which will qualify as a flow-through share within the meaning of the Income Tax Act (Canada).

Each warrant entitles the holder thereof to acquire one common share of the company at a price per warrant share of 80 cents for a period of 24 months from the closing of the offering. The company will use an amount equal to the gross proceeds from the sale of the FT units to incur eligible Canadian exploration expenses within the meaning of the Tax Act that qualify as flow-through mining expenditures (as defined in the Tax Act) and eligible Ontario exploration expenditures as defined in the Taxation Act (Ontario) on the properties of the company, on or before Dec. 31, 2025, and to renounce all the qualifying expenditures in favour of the subscribers of the FT units effective Dec. 31, 2024.

The FT units issued under listed issuer financing exemption to Canadian subscribers will not be subject to a hold period in Canada (except to the extent the TSX Venture Exchange's four-month hold period applies to the FT units issued to certain insiders of the company). The offering has been conditionally approved by the TSX Venture Exchange and is subject to final approval by the TSX Venture Exchange.

Wesdome Gold Mines Ltd, a major shareholder of the company holding 10.6 per-cent-equity interest in the company prior to completion of the offering, participated in the offering, subscribing for 500,000 FT units. Such participation of the insider constitutes a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The related-party transaction is exempt from minority approval, information circular and formal valuation requirements pursuant to the exemptions contained in sections 5.5(a) and (b) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the gross securities issued nor the consideration paid exceeds 25 per cent of the company's market capitalization and none of the company's securities are listed on the stock exchanges specified under MI 61-101. The company did not file a material change report with respect to the participation of the insider at least 21 days before closing of the offering as the details of the insider's participation in the offering had not been settled and the company intended to complete the offering in an expeditious manner.

As consideration for brokered services provided to the company in connection with the offering, the company paid the agents a cash commission in the amount of $214,320 and a corporate finance cash fee in the amount $13,500 (plus applicable taxes).

About Angus Gold Inc.

Angus Gold is a Canadian mineral exploration company focused on the acquisition, exploration and development of highly prospective gold properties.

We seek Safe Harbor.

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