Goliath Resources Limited (TSX-V: GOT) (OTCQB: GOTRF) (FSE:
B4IF) (the
“Company” or
“Goliath”) is pleased to report that Mr. Rob
McEwen has agreed to increase his personal ownership in Goliath by
purchasing an aggregate of approximately 1,428,571 units upon
completion of a non-brokered private placement. His first
investment in Goliath was on October 2, 2023 through a non-brokered
private placement representing a 2.4% ownership on a partially
diluted basis. This will be Mr. McEwen’s second investment within
two months that will increase his ownership to 5% on a partially
diluted basis upon completion of his purchase.
Crescat Capital will be exercising their
pre-emptive right and have agreed to also purchase units upon
completion of the non-brokered private placement to maintain their
18.4% ownership.
The Company’s proposed non-brokered private
placement is up to 2,597,403 charity flow-through units
(“CFT Units”) at a price of $1.155 per CFT Unit
for aggregate gross proceeds of up to $3,000,000 (the “CFT
Offering”).
Each CFT unit will consist of one (1) common
share that will qualify as a flow-through share within the meaning
of Subsection 66(15) of the Income Tax Act (Canada) (the
“Act”) and one (1) common share purchase warrant
(each, a “Warrant”), with each Warrant entitling
the holder thereof to purchase one (1) common share of the Company
at an exercise price of $0.85 per share for a period of 24 months
from the date of issuance. It is expected that the CFT Offering
will close prior to December 31, 2023.
Mr. McEwen is the founder and former Chairman of
Goldcorp where he discovered, built, and operated the Red Lake Mine
in Ontario which was acquired by Newmont Mining in 2019 for US$10
billion. Mr. McEwen is currently the Chairman and Chief Owner of
McEwen Mining Inc., a gold and silver producer with operations in
Nevada, Canada, and Mexico.
“We are very pleased to have Mr. McEwen’s
continued support by increasing his personal ownership in Goliath
within a few short months since his initial investment. As well, we
appreciate Crescat Capital’s ongoing guidance and their
participation in our financings to maintain its position as the
largest long-term shareholder. This further demonstrates our
projects continue to attract experienced miners and smart long-term
investors” states Mr. Roger Rosmus, Founder & CEO, “We look
forward to Mr. McEwen’s and Crescat’s further input and guidance as
we drill out the Surebet discovery and continue to unlock
shareholder value from our extensive land package.”
About Crescat Capital LLC
Crescat is a global macro asset management firm
headquartered in Denver, Colorado. Crescat’s mission is to grow and
protect wealth over the long term by deploying tactical investment
themes based on proprietary value-driven equity and macro models.
Crescat’s goal is industry leading absolute and risk-adjusted
returns over complete business cycles with low correlation to
common benchmarks. Crescat’s investment process involves a mix of
asset classes and strategies to assist with each client’s unique
needs and objectives and includes Global Macro, Long/Short and
Precious Metals funds.
Crescat is advised by Dr. Quinton Hennigh, its
geologic and technical director on investments in gold and silver
resource companies. Dr. Hennigh became an economic geologist after
obtaining his PhD in Geology/Geochemistry from the Colorado School
of Mines. He has more than 30 years of exploration experience with
major gold mining firms that include Homestake Mining, Newcrest
Mining and Newmont Mining. Recently, Dr. Hennigh founded Novo
Resources Corp., and is currently serving as Co-Chairman. Among his
notable project involvements are First Mining Gold’s Springpole
gold deposit in Ontario, Kirkland Lake Gold’s acquisition of the
Fosterville gold mine in Australia, the Rattlesnake Hills gold
deposit in Wyoming, and Lion One’s Tuvatu gold project on Fiji,
among many others.
The Company intends to use the proceeds raised
from the CFT Offering for exploration, drilling and related
programs on Goliath’s Golddigger and Lucky Strike properties
located in and around the Golden Triangle of northwestern British
Columbia.
The gross proceeds of the CFT offering will be
used for Canadian exploration expenses as such term is defined in
paragraph (f) of the definition of Canadian exploration expense in
Subsection 66.1(6) of the Act, flow-through mining expenditures as
defined in Subsection 127(9) of the Act that will qualify as
flow-through mining expenditures, and B.C. flow-through mining
expenditures as defined in Subsection 4.721(1) of the Income Tax
Act (British Columbia), which will be incurred on or before
December 31, 2024, and renounced with an effective date no later
than December 31, 2023.
In connection with the CFT Offering, the Company
may pay a finder’s fee to eligible arm’s length parties. The
finder’s fee may consist of a cash fee equal to 6% of the gross
proceeds of the CFT Offering and finder’s warrants (each, a
“Finder’s Warrant”) equal to 6% of the CFT Units
issued pursuant to the CFT Offering. Each Finder’s Warrant shall
entitle the holder to acquire one Common Share at a price of $0.85
per common share for a period of 24 months from the date of
issuance.
All securities issued and sold under the CFT
Offering will be subject to a hold period expiring four months and
one day from their date of issuance. Completion of the CFT Offering
and the payment of any finders' fees remain subject to the receipt
of all necessary regulatory approvals, including the approval of
the TSX Venture Exchange.
Golddigger Property
The Golddigger Property is 100 % controlled
covering an area of an area of 61,685 hectares (152,427 acres) and
is in the world class geological setting of the Eskay Rift within
the Golden Triangle of British Columbia and within 3 kilometers of
the ‘Red Line’ that is host to multiple world class deposits. With
over 65,000 meters of diamond drilling in aggregate to date at the
newly discovered Surebet Zone, the Company has confirmed an area of
1.8 square kilometers of multiple highly mineralized stacked zones
containing Bonanza gold grades that remains open.
The Surebet discovery has exceptional metallurgy
with gold recoveries of 92.2% inclusive of 48.8% free gold from
gravity alone at a 327-micrometer crush (no deleterious elements
and no cyanide required to recover the gold based on metallurgical
work completed to date).
It is in an excellent location close in
proximity to the communities of Alice Arm and Kitsault where there
is a permitted mill site on private property. It is situated on
tide water with direct barge access to Prince Rupert (190
kilometers via the Observatory inlet/Portland inlet). The town of
Kitsault is accessible by road (190 kilometers from Terrace, 300
kilometers from Prince Rupert) and has a barge landing, dock, and
infrastructure capable of housing at least 300 people, including
high-tension power. Additional infrastructure in the area includes
the Dolly Varden Silver Mine Road (only 7 kilometers to the East of
the Surebet discovery) with direct road access to Alice Arm barge
landing (18 kilometers to the south of the Surebet discovery) and
high-tension power (25 kilometers to the East of Surebet
discovery).
The city of Terrace (population 16,000) provides
access to railway, major highways, and airport with supplies (food,
fuel, lumber, etc.), while the town of Prince Rupert (population
12,000) is located on the west coast and houses an international
container seaport also with direct access to railway and an airport
with supplies.
Lucky Strike Property
The Goldsource and Bullseye targets are fully
permitted for drilling and are situated on Goliath’s 100%
controlled Lucky Strike property located near Terrace in
northwestern British Columbia. It sits within a world class
geological terrane of the Skeena Arch, a belt-scale structural
corridor that is associated with significant porphyry and related
mineralization. The property is within 2 kilometres of logging
access roads with direct access to hydro-power and paved highway in
close proximity to major infrastructure in Terrace B.C.
About Goliath Resources
Limited
Goliath Resources Limited is an explorer of
precious metals projects in the prolific Golden Triangle of
northwestern British Columbia and Abitibi Greenstone Belt of
Quebec. All its projects are in world class geological settings and
geopolitical safe jurisdictions amenable to mining in Canada.
For more information please
contact: Goliath Resources Limited Mr. Roger
Rosmus Founder and CEO Tel:
+1-416-488-2887roger@goliathresources.com
www.goliathresourcesltd.com
Certain statements contained in this press
release constitute forward-looking information. These statements
relate to future events or future performance. The use of any of
the words "could", "intend", "expect", "believe", "will",
"projected", "estimated" and similar expressions and statements
relating to matters that are not historical facts are intended to
identify forward-looking information and are based on Goliath’s
current belief or assumptions as to the outcome and timing of such
future events. Actual future results may differ materially. In
particular, this release contains forward-looking information
relating to, among other things, the ability of the Company to
complete financings and its ability to build value for its
shareholders as it develops its mining properties. Various
assumptions or factors are typically applied in drawing conclusions
or making the forecasts or projections set out in forward-looking
information. Those assumptions and factors are based on information
currently available to Goliath. Although such statements are based
on management's reasonable assumptions, there can be no assurance
that the proposed transactions will occur, or that if the proposed
transactions do occur, will be completed on the terms described
above.
The forward-looking information contained in
this release is made as of the date hereof and Goliath is not
obligated to update or revise any forward-looking information,
whether as a result of new information, future events or otherwise,
except as required by applicable securities laws. Because of the
risks, uncertainties and assumptions contained herein, investors
should not place undue reliance on forward-looking information. The
foregoing statements expressly qualify any forward-looking
information contained herein.
This announcement does not constitute an offer,
invitation, or recommendation to subscribe for or purchase any
securities and neither this announcement nor anything contained in
it shall form the basis of any contract or commitment. In
particular, this announcement does not constitute an offer to sell,
or a solicitation of an offer to buy, securities in the United
States, or in any other jurisdiction in which such an offer would
be illegal.
The securities referred to herein have not been
and will not be will not be registered under the United States
Securities 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 or for the account or benefit of a U.S. person
(as 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.
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.
NOT FOR DISSEMINATION IN THE UNITED
STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND DOES NOT
CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED
HEREIN.
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