Compass Gold to Raise Up to $3.4-million in Over-subscribed Private Placement
December 07 2020 - 7:00AM
Compass Gold Corp. (TSX-V: CVB) (“Compass” or the “Company”)
announced today that it has increased the size of its previously
announced $2.5 million private placement (the “Offering”) (see
Compass news release dated November 30, 2020) and will now issue up
to 17 million common shares of the Company, at a price of $0.20 per
share, for aggregate gross proceeds of up to $3.4 million.
The proceeds from this offering will be used to
fund exploration, including a 17,000-meter drill program to be
completed before the end of Q2, 2021, and for general corporate
purposes. Drilling will focus on mineralized trends on the Tarabala
and Samagouela targets discovered at the Company’s Sikasso Property
in southern Mali. Phase 1 of this program, consisting of 3,000
meters of drilling on the first of these targets, is fully funded
and has commenced. Initial drill results are expected near the end
of December.
Larry Phillips, Compass President and
CEO, said, “The response from our existing shareholder to
this offering has been very robust, and we appreciate their
continued support. As with last year’s offerings, we have used this
opportunity to expand our share register by adding strong and
experienced investors, including major Institutional resource funds
who recognize how far Compass has progressed and the tremendous
potential to be realized over the coming year. Our discovery team,
led by Dr. Madani Diallo and Dr. Sandy Archibald, is committed to
bold objectives for 2021, and now we have the resources to help
them deliver the results that will benefit all of us as
shareholders.”
Mr. Phillips continued, “We
also wish to welcome the team from Red Cloud Financial and
acknowledge their excellent work in bringing important new
investors into this expanded offering. It is clear to me that the
Red Cloud Team shares our vision and excitement for the valuable
opportunities that Compass Gold presents. We look forward to their
assistance in the months ahead to build and expand our
communications and market outreach activities. As we embark upon a
year of important and regular reporting of drill results, we are
committed to generating and building our relationships within the
resource investment community, throughout North America and
beyond.”
Certain insiders of the Company are
participating in the Offering. Further, subject to compliance with
the policies of the TSX Venture Exchange and applicable securities
legislation, the Company will pay a finder’s fee to certain
registered dealers in connection with the Offering comprised of:
(i) a cash fee equal to 6.0% of the gross proceeds received from
the sale of common shares sold to purchasers introduced to the
Company by the finder, and (ii) warrants exercisable for a period
of two years following the closing of the Offering to acquire that
number of common shares of the Company, at a purchase price of
$0.20 per share, equal to 6% of the number of common shares sold to
purchasers introduced to the Company by the finder.
All the shares issuable pursuant to the Offering
will be subject to a hold period expiring four months and one day
after the date of issuance.
The securities offered pursuant to the Offering
have not been registered under the United States Securities Act of
1933, as amended, and may not be offered or sold in the United
States or to, or for the account or benefit of, U.S. persons absent
registration or an applicable exemption from registration
requirements. This release does not constitute an offer for sale of
securities in the United States.
Subject to the receipt of funds and Subscription
Agreements from investors, as well as the receipt of all necessary
regulatory approvals, including the approval of the TSX Venture
Exchange, the Offering is expected to close on or about December
14, 2020.
Participation by insiders in the Offering will
be exempt from the valuation and minority shareholder approval
requirements of Multilateral Instrument 61-101 – Protection of
Minority Security Holders in Special Transactions (“MI 61-101”) by
virtue of the exemptions contained in Sections 5.5(b) and 5.7(1)(a)
of MI 61-101.
Red Cloud Retained for Capital Markets
Advisory Services
The Company is pleased to advise it has engaged Red Cloud
Securities Inc. and Red Cloud Financial Services Inc. (together
“Red Cloud”) to provide the Company with a range of corporate
advisory and capital markets related services. Red Cloud is a
globally focused mining boutique and capital markets advisory
group. It uses its unique broad global distribution network and its
extensive capital markets experience in the mining industry to
assist companies identify, build and maintain important
relationships with key investors. Red Cloud Securities Inc. is
registered as an IIROC market dealer in all provinces of Canada, as
well as the Yukon, and is subject to applicable securities
regulation.
About Compass Gold Corp.
Compass, a public company having been
incorporated into Ontario, is a Tier 2 issuer on the TSX- V.
Through the 2017 acquisition of MGE and Malian subsidiaries,
Compass holds gold exploration permits located in Mali that
comprise the Sikasso Property. The exploration permits are located
in three sites in southern Mali with a combined land holding of 867
km2. The Sikasso Property is located in the same region as several
multi-million-ounce gold projects, including Morila, Syama, Kalana
and Komana. Mineralization hosted on adjacent and or nearby
properties is not necessarily indicative of mineralization hosted
on the Company’s property. The Company’s Mali-based technical team,
led in the field by Dr. Madani Diallo and under the supervision of
Dr. Sandy M. Archibald, P.Geo, is conducting the current
exploration program on several anomalous areas of the Sikasso
Property, southern Mali.
Forward‐Looking InformationThis
news release contains ““forward‐looking information”” within the
meaning of applicable securities laws, including statements
regarding the completion of the Offering and the Company’s proposed
use of proceeds and planned exploration work. Readers are cautioned
not to place undue reliance on forward‐looking information. Actual
results and developments may differ materially from those
contemplated by such information. The statements in this news
release are made as of the date hereof. The Company undertakes no
obligation to update forward‐looking information except as required
by applicable law.
For further information please contact:
Compass Gold Corporation |
Compass Gold Corporation |
Larry Phillips – Pres. & CEO |
Greg Taylor – Dir. Investor Relations & Corporate
Communications |
lphillips@compassgoldcorp.com |
gtaylor@compassgoldcorp.com |
T: +1 416-596-0996 X 302 |
T: +1 416-596-0996 X 301 |
Website: www.compassgoldcorp.com
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.
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