Revival Gold Inc. (TSX-V: RVG) (OTCQX: RVLGF) announces that it has closed its previously announced non-brokered private placement of 15,500,000 Units at a price of $0.65 per Unit for aggregate gross proceeds of $10,075,000.00. Each Unit is comprised of one common share of the Company and one half of one Common Share purchase warrant. Each Warrant is exercisable into one Common Share at a price of $0.90 at any time for a period of twenty-four months from the closing of the Offering.
Hugh Agro, President & CEO of Revival Gold, commented: “We welcome Donald Smith Value Fund, LP, as a significant new shareholder in the Company. Donald Smith’s investment is a strong endorsement of Revival Gold’s technical team and the exciting potential at our flagship Beartrack-Arnett Gold Project, located in Idaho, USA”.
Pursuant to the Offering, Donald Smith Value Fund, L.P. (“Donald Smith”) acquired 7,500,000 Units representing 7,500,000 Common Shares and 3,750,000 Warrants. Prior to the Offering, Donald Smith did not beneficially own or control any securities of the Company. The closing of the Offering resulted in Donald Smith’s beneficial ownership and control of 7,500,000 Common Shares and 3,750,000 Warrants representing 8.63% of the issued and outstanding Common Shares on a non-diluted basis, and 12.41% on a partially diluted basis, assuming the exercise of Donald Smith’s Warrants.
The announcement of Donald Smith’s acquisition of the Units is pursuant to National Instrument 62-104 Take Over Bids and Issuer Bids (“NI 62-102). This press release and Donald Smith’s corresponding early warning report which is expected to be filed on SEDAR on or around January 26, 2022, constitutes the required disclosure pursuant to section 5.2 of NI 62-104. A copy of Donald Smith’s early warning report will appear on the Company’s profile on SEDAR and may also be obtained by calling 416-336-4100. The Company’s head office is located at 145 King St. W., Suite 2870, Toronto, Ontario, M5H 1J8.
Donald Smith’s acquisition of the Units was made for investment purposes and may increase or decrease its beneficial ownership of the Common Shares or other securities of the Company depending on market conditions and as circumstances warrant.
The Company intends to use the net proceeds of the Offering for the further exploration and development of the Company’s Beartrack-Arnett Gold Project located in Idaho, USA and for general corporate purposes.
In connection with the closing of the Offering, the Company paid commissions to certain finders of an aggregate of $49,557.04 in cash and 76,241 finder warrants. Each Finder Warrant entitles the holder thereof to purchase one Common Share at an exercise price of $0.65 per Finder Warrant for a period of twenty-four (24) months from the closing of the Offering.
The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange and the securities regulatory authorities. All securities issued and issuable in connection with the Offering are subject to a hold period of four months plus one day. All dollar amounts including the symbol “$”, are expressed in Canadian dollars.
Certain directors, officers and other insiders of the Company subscribed to the Offering for 124,654 Units in the aggregate. This issuance of Units to Insiders constitutes a “related party transaction” as such term is defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. The Company is relying on an exemption from the formal valuation and minority shareholder approval requirements provided under MI 61-101 pursuant to section 5.5(a) and section 5.7(1)(a) of MI 61-101, on the basis that the participation in the Offering by Insiders does not exceed 25% of the fair market value of the Company’s market capitalization.
The securities offered pursuant to the Financing have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state security laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with requirements of an applicable exemption therefrom. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Revival Gold Inc.
Revival Gold Inc. is a growth-focused gold exploration and development company. The Company is advancing the Beartrack-Arnett Gold Project located in Idaho, USA.
Beartrack-Arnett is the largest past-producing gold mine in Idaho. A Preliminary Economic Assessment has been completed for a first phase restart of heap leach operations to produce 72,000 ounces of gold per year over an initial seven-year mine life at an AISC of $1,057 per ounce of gold. Meanwhile, exploration continues, focused on expanding the current Indicated Mineral Resource of 36.6 million tonnes at 1.15 g/t gold containing 1.36 million ounces of gold and Inferred Mineral Resource of 47.1 million tonnes at 1.08 g/t gold containing 1.64 million ounces of gold. The mineralized trend at Beartrack extends for over five kilometers and is open on strike and at depth. Mineralization at Arnett is open in all directions.
For further details, including key assumptions, parameters and methods used to estimate the Mineral Resources, and data verification, please see the Company’s NI 43-101 compliant technical report titled, “Preliminary Economic Assessment of the Heap Leach Operation on the Beartrack Arnett Gold Project, Lemhi County, Idaho, USA – NI 43-101 Technical Report”, dated December 17th, 2020.
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We acknowledge the [financial] support of the Government of Canada.