UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of June 2024
Commission File Number: 000-55607
First Mining
Gold Corp.
(Translation of registrant's name into English)
Suite 2070, 1188 West Georgia Street, Vancouver, B.C., V6E
4A2
(Address of principal executive office)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☐ Form
40-F ☒
DOCUMENTS FILED AS PART OF THIS FORM 6-K
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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First Mining Gold Corp. |
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(Registrant) |
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Date: June 17, 2024 |
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/s/ Lisa Peterson |
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Lisa Peterson |
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Chief Financial Officer and Corporate Secretary |
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Exhibit 99.1
First Mining Closes Upsized
$7 Million Flow-Through Equity Financing
/NOT FOR DISTRIBUTION TO UNITED
STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
VANCOUVER, BC, June 17, 2024 /CNW/ - First Mining
Gold Corp. ("First Mining" or the "Company") (TSX: FF) (OTCQX: FFMGF) (FRANKFURT: FMG) is pleased to announce
that due to demand, the Company has upsized and closed its previously announced non-brokered private placement offering of common shares
of the Company ("Common Shares") for aggregate proceeds of approximately $7 million (the "Offering").
Pursuant to the Offering, the Company issued (i) 31,212,121
Common Shares that qualify as "flow-through shares" within the meaning of subsection 66(15) of the Income Tax Act (Canada)
(the "National FT Shares") at a price of $0.165 per National FT Share and (ii) 10,000,000 Common Shares that qualify
as "flow-through shares" within the meaning of subsection 66(15) of the Income Tax Act (Canada) and subsection 359.1
of the Taxation Act (Québec) (the "Québec FT Shares" and, together with the National FT Shares,
the "FT Shares") at a price of $0.18 per Québec FT Share.
The gross proceeds raised from the Offering will be
used by First Mining to fund exploration programs related to the Company's Springpole and Duparquet gold projects that qualify as "Canadian
exploration expenses" and "flow-through mining expenditures", as those terms are defined in the Income Tax Act (Canada)
for the National FT Shares and will also qualify for inclusion in the "exploration base relating to certain Québec exploration
expenses" within the meaning of section 726.4.10 of the Taxation Act (Québec) for the Québec FT Shares (collectively,
the "Qualifying Expenditures"). The Qualifying Expenditures will be renounced in favour of the subscribers of the Offering
with an effective date no later than December 31, 2024 and in an aggregate amount of not less than the total amount of the gross proceeds
raised from the Offering.
The FT Shares and Finder Shares issued under the Offering
are subject to a statutory hold period of four months and one day from the closing date of the Offering. The Offering remains subject
to the receipt of all necessary regulatory approvals, including the final approval of the Toronto Stock Exchange (the "TSX").
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be
registered under the United States Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may
not be offered or sold within the United States or to U.S. Persons (as such term is defined in Regulation S under the U.S. Securities
Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About First Mining Gold Corp.
First Mining is a gold developer advancing two of
the largest gold projects in Canada, the Springpole Gold Project in northwestern Ontario, where we have commenced a Feasibility Study
and permitting activities are on-going with a draft Environmental Impact Statement ("EIS") for the project published in June
2022, and the Duparquet Gold Project in Québec, a PEA-stage development project located on the Destor-Porcupine Fault Zone in the
prolific Abitibi region. First Mining also owns the Cameron Gold Project in Ontario and a portfolio of gold project interests including
the Pickle Crow Gold Project (being advanced in partnership with Firefly Metals Ltd.) and retains an ownership interest in the Hope Brook
Gold Project (being advanced in partnership with Big Ridge Gold Corp.).
First Mining was established in 2015 by Mr. Keith
Neumeyer, founding President and CEO of First Majestic Silver Corp.
ON BEHALF OF FIRST MINING GOLD CORP.
Daniel W. Wilton
Chief Executive Officer and Director
Cautionary Note Regarding Forward-Looking Statements
This news release includes certain "forward-looking
information" and "forward-looking statements" (collectively "forward-looking statements") within the meaning
of applicable Canadian and United States securities legislation including the United States Private Securities Litigation Reform Act of
1995. These forward-looking statements are made as of the date of this news release. Forward-looking statements are frequently, but not
always, identified by words such as "expects", "anticipates", "believes", "plans", "projects",
"intends", "estimates", "envisages", "potential", "possible", "strategy",
"goals", "opportunities", "objectives", or variations thereof or stating that certain actions, events or
results "may", "could", "would", "might" or "will" be taken, occur or be achieved, or
the negative of any of these terms and similar expressions.
Forward-looking statements in this news release
relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events
and include, but are not limited to, statements with respect to: (i) the use of the gross proceeds from the sale of the FT Shares to incur
the Qualifying Expenditures at the Company's Springpole and Duparquet gold projects; (ii) the Qualifying Expenditures being renounced
in favour of the subscribers of the Offering by no later than December 31, 2024; (iii) the receipt of all regulatory and stock exchange
approvals; (iv) the Company's plans with respect to advancing its portfolio of gold projects; and (v) feasibility and permitting activating
related to the Springpole Project. All forward-looking statements are based on First Mining's or its consultants' current beliefs as well
as various assumptions made by them and information currently available to them. There can be no assurance that such statements will prove
to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking
statements reflect the beliefs, opinions and projections on the date the statements are made and are based upon a number of assumptions
and estimates that, while considered reasonable by the respective parties, are inherently subject to significant business, economic, competitive,
political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance or
achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such
forward-looking statements and the parties have made assumptions and estimates based on or related to many of these factors. Such factors
include, without limitation: failure to obtain final approval from the TSX; risks related to the use of proceeds of the Offering; the
Company's business, operations and financial condition potentially being materially adversely affected by the outbreak of epidemics, pandemics
or other health crises, and by reactions by government and private actors to such outbreaks; risks to employee health and safety as a
result of the outbreak of epidemics, pandemics or other health crises that may result in a slowdown or temporary suspension of operations
at some or all of the Company's mineral properties as well as its head office; fluctuations in the spot and forward price of gold, silver,
base metals or certain other commodities; fluctuations in the currency markets (such as the Canadian dollar versus the U.S. dollar); changes
in national and local government, legislation, taxation, controls, regulations and political or economic developments; risks and hazards
associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual
or unexpected formations, pressures, cave-ins and flooding); the presence of laws and regulations that may impose restrictions on mining;
employee relations; relationships with and claims by local communities, indigenous populations and other stakeholders; availability and
increasing costs associated with mining inputs and labour; the speculative nature of mineral exploration and development; title to properties.;
and the additional risks described in the Company's Annual Information Form for the year ended December 31, 2023 filed with the Canadian
securities regulatory authorities under the Company's SEDAR+ profile at www.sedarplus.ca, and in the Company's Annual Report
on Form 40-F filed with the SEC on EDGAR.
First Mining cautions that the foregoing list of
factors that may affect future results is not exhaustive. When relying on our forward-looking statements to make decisions with respect
to First Mining, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. First
Mining does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by the
Company or on our behalf, except as required by law.
SOURCE First Mining Gold Corp.
View original content to download multimedia: http://www.newswire.ca/en/releases/archive/June2024/17/c0426.html
%CIK: 0001641229
For further information: For further information, please contact:
Toll Free: 1 844 306 8827, Email: info@firstmininggold.com; Paul Morris, Director, Investor Relations, Email: paul@firstmininggold.com
CO: First Mining Gold Corp.
CNW 07:00e 17-JUN-24
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