/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, Oct. 18, 2018 /CNW/ - Medgold Resources Corp.
(TSX-V: MED) is pleased to announce that due to strong interest
from investors, the Company has increased the size of its
previously announced private placement financing. The Company
has now closed the placement with the issuance of 4,902,800 units
at $0.30 per unit, raising gross
proceeds of $1,470,840. Each
unit consists of one common share and one full warrant, each
warrant entitling the holder to purchase one additional common
share of the Company at $0.40 for two
years from closing. The warrants are subject to an
acceleration provision such that if the closing price of the
Company's shares for 10 consecutive trading days is $0.60 or greater, the Company may give notice to
the holders of the warrants that the warrants will expire 30
calendar days after receipt of such notice. The shares and
warrants issued are subject to a resale restriction until
February 18, 2019.
The Company paid cash finder's fees totaling $22,409 on a portion of this financing. The
proceeds of the placement are intended to be used for exploration
of the Company's 100% owned Ljubata Project in Serbia, project
generation, and for general working capital
purposes.
A portion of this private placement is considered to be a
"related party transaction", pursuant to Multilateral Instrument
61-101 - Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). The Company has determined that
exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101 were available for the related
party transaction, pursuant to Section 5.5(a) and Section 5.7(a) of
MI 61-101, on the basis that the fair market value consideration of
the transaction involving the related parties was not more than 25%
of the Company's market capitalization.
The securities referred to in this news release
have not been, and will not be, 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 the
registration requirements of such Act.
This news release shall not constitute an offer to
sell, nor the solicitation of an offer to
buy, any securities. Any public offering of securities
in the United States must be made
by means of a prospectus containing detailed information about the
company and management, as well as financial statements.
About Medgold Resources Corp.
Medgold is a Serbia-focused, TSX-V listed, project generator
company targeting early-stage gold properties in the Oligo-Miocene
Belt of Serbia. Run by an experienced management team with a
successful track-record of building value in resource companies,
Medgold is aiming to become a leading European gold exploration
company.
Additional information on Medgold can be found on the
Company's website at www.medgoldresources.com and by
reviewing the Company's page on SEDAR at
www.sedar.com.
ON BEHALF OF THE BOARD
"Dan James"
Daniel P.
James, President & Director
Neither the TSX Venture Exchange nor the Investment Industry
Regulatory Organization of Canada
accepts responsibility for the adequacy or accuracy of this
release.
Forward-looking statements
Certain statements contained in this news release constitute
forward-looking statements within the meaning of Canadian
securities legislation. All statements included herein, other
than statements of historical fact, are forward-looking statements
and include, without limitation, statements about the private
placement, and the Company's projects. Often, but not always,
these forward looking statements can be identified by the use of
words such as "estimate", "estimates", "estimated", "potential",
"open", "future", "assumed", "projected", "used", "detailed", "has
been", "gain", "upgraded", "offset", "limited", "contained",
"reflecting", "containing", "remaining", "to be", "periodically",
or statements that events, "could" or "should" occur or be achieved
and similar expressions, including negative
variations.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially
different from any results, performance or achievements expressed
or implied by forward-looking statements. Such uncertainties
and factors include, among others, whether the Company will
spend the financing proceeds as intended; the exploration plans for
the Company's projects; changes in general economic conditions and
financial markets; the Company or any joint venture partner not
having the financial ability to meet its exploration and
development goals; risks associated with the results of exploration
and development activities, estimation of mineral resources and the
geology, grade and continuity of mineral deposits; unanticipated
costs and expenses; and such other risks detailed from time to time
in the Company's quarterly and annual filings with securities
regulators and available under the Company's profile on SEDAR at
www.sedar.com. Although the Company has attempted to identify
important factors that could cause actual actions, events or
results to differ materially from those described in
forward-looking statements, there may be other factors that cause
actions, events or results to differ from those anticipated,
estimated or intended.
Forward-looking statements contained herein are based on the
assumptions, beliefs, expectations and opinions of management,
including but not limited to: that the proposed exploration of the
Tlamimo Project will proceed as intended; that the Company
will spend the financing proceeds as intended; that the Company's
stated goals and planned exploration and development activities
will be achieved; that there will be no material adverse change
affecting the Company or its properties; and such other assumptions
as set out herein. Forward-looking statements are made as of
the date hereof and the Company disclaims any obligation to update
any forward-looking statements, whether as a result of new
information, future events or results or otherwise, except as
required by law. There can be no assurance that
forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Accordingly, investors should
not place undue reliance on forward-looking statements.
SOURCE Medgold Resources Corp.
