MONARCH GOLD CORPORATION (TSX: MQR) (OTCMKTS: MRQRF) (FRANKFURT: MR7) is pleased to announce that it has closed a non‐brokered private placement of an aggregate of 3,636,364 flow‐through shares at a price of $0.33 per FT Share, for aggregate gross proceeds of $1,200,000.
The aggregate gross proceeds of the Offering will be used by the Corporation to incur exploration expenses on its mining properties located in the province of Québec.
The Corporation paid to finders cash fees equivalent to a maximum of 6% of the gross proceeds raised by these finders and issued a total of 118,182 broker warrants (the “Warrants”). Each Warrant entitles the holder to purchase one additional share of the Corporation at a price of $0.33 per share for a period of 24 months.
All securities issued pursuant to this Offering are subject to a restricted period of four months and a day, ending on August 19, 2019, under applicable Canadian securities legislation.
Mr. Christian Pichette, director of the Corporation, subscribed for a total of 50,000 FT Shares under the Offering, representing 1.37% of the gross proceeds of the Offering, which constitutes a “related party transaction” within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (“Regulation 61-101”). However, the directors of the Corporation who voted in favour of the Offering have determined that the exemptions from formal valuation and minority approval requirements provided for respectively under subsections 5.5(a) and 5.7(1)(a) of Regulation 61-101 can be relied on as neither the fair market value of the FT Shares issued to Mr. Christian Pichette nor the fair market value of the consideration paid exceed 25% of the Corporation’s market capitalization. None of the Corporation’s directors has expressed any contrary views or disagreements with respect to the foregoing.
This press release does not constitute an offer of securities for sale in the United States or to “U.S. persons” (“U.S. persons”), as such term is defined in Regulation S promulgated under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”). The securities being offered have not been, nor will be, registered under the U.S. Securities Act or any state securities laws, and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from such registration requirements.
ABOUT MONARCH GOLD CORPORATION
Monarch Gold Corporation is an emerging gold mining company focused on pursuing growth through its large portfolio of high-quality projects in the Abitibi mining camp in Quebec, Canada. The Corporation currently owns close to 300 km² of gold properties including the Wasamac deposit (measured and indicated resource of 2.6 million ounces of gold), the Beaufor Mine, the Croinor Gold, McKenzie Break and Swanson advanced projects and the Camflo and Beacon mills, as well as other promising exploration projects. It also offers custom milling services out of its 1,600 tonne-per-day Camflo mill.
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