VANCOUVER, April 19, 2018 /CNW/ - Southern Arc Minerals
Inc. (TSXV: SA) ("Southern Arc" or the "Company")
is pleased to announce that it has participated in the non-brokered
private placement (the "Private Placement") of Rise Gold
Corp. ("Rise Gold"), a company listed on the Canadian
Securities Exchange. The Company purchased 20,000,000 units of Rise
Gold at a price of $0.10 per unit for
the aggregate amount of $2,000,000.
As a result of its purchase of units, the Company now owns
approximately 17.23% of Rise Gold's post-closing issued and
outstanding shares of common stock.
Each unit consists of one share (a "Share") of common
stock and one share purchase warrant (a "Warrant"). Each
Warrant is exercisable into one Share at a price of $0.15 per Share for a period of 36 months from
the date of issuance. All securities issued pursuant to the Private
Placement are subject to statutory hold periods in accordance with
applicable United States and
Canadian securities laws.
Rise Gold raised a total of $3,516,100 through the sale of 35,161,000 units
pursuant to the Private Placement and will use these proceeds for
the advancement of its Idaho-Maryland Gold Project, located in
Nevada County, California, and for
general working capital.
Rise Gold is an exploration-stage mining company. Rise Gold's
principal asset is the historic past producing Idaho-Maryland gold mine located in Nevada County, California, USA. The
Idaho-Maryland gold mine is one of the United States' greatest past producing
gold mines with total past production of 2,414,000 ounces of gold
from 1866-1955. Rise Gold is incorporated in Nevada, USA and maintains its head office in
Vancouver, British Columbia,
Canada. More information about Rise Gold can be found at
www.risegoldcorp.com.
John Proust, Chairman & CEO of the Company,
stated, "The Southern Arc team conducted comprehensive due
diligence on Rise Gold and the Idaho-Maryland Gold Project. We were
very impressed with the potential of this project and are excited
to be a part of Rise Gold and the Idaho-Maryland Gold Project as
part of Southern Arc's strategy to invest early in outstanding gold
projects with excellent management and great potential."
In connection with the Private Placement, Mr. John Proust,
Chairman and CEO of Southern Arc, has been appointed to the board
of directors of the Rise Gold. J. Proust and Associates Ltd.
("JPA"), a company owned by Mr. Proust, has entered into an
agreement with Rise Gold pursuant to which it will provide
managerial services to Rise Gold. In addition, effective as of
May 1, 2018, Mr. Vince Boon has
been appointed as the Chief Financial Officer and Ms. Eileen
Au has been appointed as the Corporate Secretary and Treasurer of
Rise Gold. Mr. Boon and Ms. Au are both officers of Southern
Arc. In addition, Rise Gold has also engaged Mr. Bob Gallagher, Dr. Mike
Andrews, and Mr. John
Carlile, current directors of Southern Arc, as technical
advisers to assist with the advancement of the Idaho-Maryland
Project.
Prior to the completion of the Private Placement, Southern Arc
held no securities of Rise Gold. Immediately following the Private
Placement, Southern Arc owns 20,000,000 units of Rise Gold,
comprising of (i) 20,000,000 Shares of Rise Gold which represent
approximately 17.23% of Rise Gold's currently issued and
outstanding common shares; and (ii) 20,000,000 Warrants of Rise
Gold, which if exercised, would represent approximately 29.39% of
the issued and outstanding common shares of the Issuer on a
partially diluted basis, assuming no further common shares of the
Issuer have been issued.
Southern Arc acquired the securities for investment purposes,
and has no present intention to acquire or dispose of further
securities of Rise Gold. Southern Arc may, in the future
participate in financings and/or acquire or dispose of securities
of Rise Gold in the market, privately or otherwise, as
circumstances or market conditions warrant.
A copy of the Early Warning Report to which this press release
relates can be obtained from Southern Arc, at 1-778-725-1490 or
info@southernarcminerals.com or on the SEDAR profile of Southern
Arc at www.sedar.com.
About Southern Arc Minerals Inc.
Southern Arc is a Canadian company incorporated in British Columbia in 2004 and listed on the TSX
Venture Exchange. Southern Arc is focused on enhancing shareholder
value through strategic investments in mineral resource companies
with a focus on gold and copper-gold. Southern Arc's management
team identifies highly prospective assets in politically safe
jurisdictions and seeks to unlock their value by providing
strategic investments, proven technical skills, global knowledge,
and increased access to industry relationships.
On behalf of the Board of Southern Arc Minerals Inc.
"John Proust"
Chairman & CEO
Cautionary Note
Neither the TSX Venture
Exchange nor its Regulation Services Provider (as such term is
defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this
release.
Forward-Looking Statements
This press
release contains certain forward-looking statements within the
meaning of applicable securities laws. Forward-looking statements
are frequently characterized by words such as "plan", "expect",
"project", "intend", "believe", "anticipate", "estimate" and other
similar words or statements that certain events or conditions "may"
or "will" occur. Although the Company believes that the
expectations reflected in the forward-looking statements are
reasonable, there can be no assurance that such expectations will
prove to be correct. Such forward-looking statements are subject to
risks, uncertainties and assumptions related to certain factors
including, without limitation, the Company's exercise of warrants
of Rise Gold Corp., the appointment of certain directors, officers
and technical advisors of Rise Gold Corp. and the Company's future
participation in financings, acquisition or disposition of
securities of Rise Gold. Accordingly, readers should not place
undue reliance on forward-looking statements and information
contained in this release. Rise Gold undertakes no obligation to
update forward-looking statements or information except as required
by law.
SOURCE Southern Arc Minerals Inc.