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Probe Gold Inc
Symbol PRB
Shares Issued 170,966,371
Close 2024-06-18 C$ 1.31
Market Cap C$ 223,965,946
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Probe Gold closes $18-million private placement

2024-06-19 12:33 ET - News Release

Dr. David Palmer reports

PROBE GOLD ANNOUNCES CLOSING OF $18 MILLION BOUGHT DEAL PRIVATE PLACEMENT

Probe Gold Inc. has closed its previously announced bought deal private placement. The Offering (as defined below) was completed through a syndicate of underwriters co-led by Beacon Securities Limited and Canaccord Genuity Corp. (the "Co-Lead Underwriters"), and including BMO Capital Markets, CIBC Capital Markets and SCP Resource Finance LP (together with the Co-Lead Underwriters, the "Underwriters") for aggregate gross proceeds of $18,003,590, which includes the exercise of the underwriters' option for additional gross proceeds of $3,000,800. The Offering was comprised of (i) 2,480,883 non-"flow-through" common shares (the "NFT Shares") of the Company at a price of $1.21 per NFT Share (the "NFT Issue Price") for gross proceeds to the Company of $3,001,868 (the "NFT Offering"); and (ii) 7,576,627 common shares that will qualify as "flow-through shares" within the meaning of the Income Tax Act (Canada) (the "FT Shares" and, together with the NFT Shares, the "Offered Securities") of the Company at a price of $1.98 per FT Share (the "FT Issue Price") for gross proceeds to the Company of $15,001,721 (the "FT Offering", and together with the NFT Offering, the "Offering").

The Company will use an amount equal to gross proceeds from the sale of the FT Shares to incur eligible "Canadian exploration expenses" that will qualify as "flow-through mining expenditures" as such terms are defined in the Income Tax Act (Canada) and, in respect of Quebec resident subscribers who are eligible individuals, will qualify for inclusion in the "exploration base relating to certain Quebec surface mining or oil and gas exploration expenses" and the "exploration base relating to certain Quebec exploration expenses" of the Company, as such terms are defined in the Taxation Act (Quebec) (the "Qualifying Expenditures") related to the Company's properties located in Quebec, Canada on or before December 31, 2025. All Qualifying Expenditures will be renounced in favour of the subscribers effective December 31, 2024.

The Company intends to use the proceeds of the Offering to continue exploration and drilling at its Novador Gold project and Detour Gold project, as well as for working capital. The Offered Securities issued pursuant to the Offering are subject to a four month hold period under applicable Canadian securities laws.

About Probe Gold:

Probe Gold Inc. is a leading Canadian company focused on the acquisition, exploration, and development of highly prospective gold properties. The Company is well-funded and dedicated to exploring and developing high-quality gold projects. Notably, it owns 100% of its flagship asset, the multimillion-ounce Novador Gold project in Quebec, as well as an early-stage Detour Gold project in Quebec. Probe controls a large land package of approximately 1685-square-kilometres of exploration ground within some of the most prolific gold belts in Quebec. The Company's recently updated Preliminary Economic Assessment in respect of the Novador Gold project outlines a robust mining plan with an average annual gold production of 255,000 ounces over a 12.6-year mine life.

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