/NOT FOR DISTRIBUTION TO UNITED
STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES./
TORONTO, June 8, 2021 /CNW/ - Cabral Gold Inc.
(TSXV: CBR) (OTC: CBGZF) ("Cabral" or the "Company") is
pleased to announce that it has entered into an agreement with a
syndicate of investment dealers led by Cormark Securities Inc.
(collectively, the "Underwriters") pursuant to which the
Underwriters have agreed to purchase, on a bought deal basis, an
aggregate of 18,520,000 units (the "Units") from the
treasury of the Company, at a price of $0.54 per Unit for total gross proceeds to
the Company of approximately $10 million (the
"Offering").
Each Unit will consist of one common share of the Company (a
"Common Share") and one-half of one common share purchase
warrant of the Company (each whole common share purchase warrant, a
"Warrant"). Each Warrant will entitle the holder thereof to
acquire one Common Share from the Company at a price of
$0.80 per Common Share for a
period of 24 months after Closing.
In addition, the Company has granted the Underwriters an option
(the "Over-Allotment Option") to purchase up to an
additional 15% of the Units of the Offering on the same terms
exercisable at any time up to 30 days following the closing of
the Offering, for market stabilization purposes and to cover
over-allotments, if any.
The net proceeds of the Offering shall be used for the
advancement of the Company's Cuiú Cuiú Project and for working
capital and general corporate purposes.
Closing of the Offering is expected to occur on or about
June 29, 2021 and is subject to
certain conditions including, but not limited to, the receipt of
all necessary corporate and regulatory approvals, including the
approval of the TSX Venture Exchange and the applicable securities
regulatory authorities.
The Units to be issued under the Offering will be offered by way
of a short form prospectus in filed in each of the provinces of
Canada, excluding Québec, and may
be offered in the United States on
a private placement basis pursuant to an exemption from the
registration requirements of the United States Securities Act of
1933, as amended (the "U.S. Securities Act"), and applicable
state securities laws, and in jurisdictions outside of Canada and the
United States, in each case in accordance with all
applicable laws provided that no prospectus, registration statement
or similar document is required to be filed in such
jurisdiction.
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 U.S.
Securities Act, 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 Cabral Gold Inc.
The Company is a junior resource company engaged in the
identification, exploration and development of mineral properties,
with a primary focus on gold properties located in Brazil. The Company has a 100% interest in the
Cuiú Cuiú gold district located in the Tapajós Region, within the
state of Pará in northern Brazil.
Two gold deposits have so far been defined at Cuiú Cuiú and contain
43-101 compliant Indicated resources of 5.9Mt @ 0.90g/t (200,000
oz) and Inferred resources of 19.5Mt @ 1.24g/t (800,000 oz).
The Tapajós Gold Province is the site of the largest gold rush
in Brazil's history producing an
estimated 30 to 50 million ounces of placer gold between 1978 and
1995. Cuiú Cuiú was the largest garimpo in the Tapajós and produced
an estimated 2Moz of placer gold historically.
Neither the TSX Venture Exchange (the "TSXV") nor its
Regulation Services Provider (as that term is defined in the
policies of the TSXV) accepts responsibility for the adequacy or
accuracy of this news release.
Forward-looking Statements
This news release contains certain forward-looking information
and forward-looking statements within the meaning of applicable
securities legislation (collectively "forward-looking statements").
The use of the words "will", "shall" "expected" and similar
expressions are intended to identify forward-looking statements.
These statements involve known and unknown risks, uncertainties and
other factors that may cause actual results or events to differ
materially from those anticipated in such forward-looking
statements. Such forward-looking statements should not be unduly
relied upon. This news release contains forward-looking statements
and assumptions pertaining to the following: the Offering, the use
of proceeds of the Offering and the closing date of the Offering.
Actual results achieved may vary from the information provided
herein as a result of numerous known and unknown risks and
uncertainties and other factors. The Company believes the
expectations reflected in those forward-looking statements are
reasonable, but no assurance can be given that these expectations
will prove to be correct. Readers are cautioned not to place undue
reliance on any forward-looking statements, which reflect
management's expectations only as of the date of this press
release. The Company disclaims any obligation to update or revise
any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
law.
SOURCE Cabral Gold Inc.
