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G2 Goldfields Announces Repricing of Certain Warrants

TORONTO, Nov. 04, 2021 (GLOBE NEWSWIRE) — G2 Goldfields Inc. (“G2” or the “Company”) (TSXV:GTWO; OTCQX:GUYGF) announces that the TSX Venture…

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TORONTO, Nov. 04, 2021 (GLOBE NEWSWIRE) — G2 Goldfields Inc. (“G2” or the “Company”) (TSXV:GTWO; OTCQX:GUYGF) announces that the TSX Venture Exchange (the “TSXV”) has conditionally approved the adjustment of the exercise price of 4,807,692 warrants with an exercise price of $1.00 (the “Adjusted Warrants”) that were outstanding on April 9, 2021 (the effective date of the spin-out of the Sandy Lake project (the “Spin-Out Arrangement”)) to $0.958. The other warrants that were outstanding as of the effective date of the Spin-Out Arrangement were not permitted to be adjusted under the TSXV’s policies. The exercise price of the Adjusted Warrants was adjusted in accordance with the terms of such warrants to reflect the special distribution of the shares of S2 Minerals Inc. in connection with the Spin-Out Arrangement. The other terms of the Adjusted Warrants, including the expiry date of December 23, 2021, remain unchanged. Final approval of the TSXV is expected following issuance of this press release.

About G2 Goldfields Inc.

G2 Goldfields Inc. is focused on the discovery of large gold deposits in the Guiana Shield. The Company owns a 100% interest in two past gold-producing mines, as well as a regional portfolio of highly prospective projects.

For further information please contact:
Dan Noone
CEO
+1.416.628.5904
Email: [email protected]

Forward-Looking Statements

This news release contains certain forward-looking statements, including, but not limited to, statements about the effective date of the Arrangement and “due bills” trading dates. Wherever possible, words such as “may”, “will”, “should”, “could”, “expect”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict” or “potential” or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. These statements reflect management’s current beliefs and are based on information currently available to management as at the date hereof.

Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this news release are based upon what management believes to be reasonable assumptions, the Company cannot assure readers that actual results will be consistent with these forward-looking statements. The Company assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law.

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.

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Ford Nicholson Announces Filing of Early Warning Report Related to Earl Resources Limited

Vancouver, British Columbia–(Newsfile Corp. – January 21, 2022) – Ford Nicholson announced today that on December 22, 2021 he acquired, directly or indirectly,…

Vancouver, British Columbia–(Newsfile Corp. – January 21, 2022) – Ford Nicholson announced today that on December 22, 2021 he acquired, directly or indirectly, beneficial ownership, control or direction over 4,927,592 common shares (the “Purchased Shares“) of Earl Resources Limited (the “Company“). Mr. Nicholson acquired the Purchase Shares on December 22, 2021 through share purchase transactions between Mr. Nicholson and various private sellers at a price of $0.035, for an aggregate purchase price of $17,246.58 (the “Share Acquisitions”). 1,122,543 of the Purchased Shares were acquired directly by Mr. Nicholson and 3,805,049 Shares were acquired through Kepis & Pobe Financial Group Inc. and Kepis & Pobe Investments Inc., entities wholly-owned by Mr. Nicholson. The Purchased Shares represent 14.64% of the current number of issued and outstanding common shares of the Company. Mr. Nicholson now beneficially owns or controls, directly or indirectly, an aggregate of 5,635,092 common shares, representing 14.64% of the Company’s issued and outstanding common shares.

As a result of inadvertence on the part of Mr. Nicholson, an early warning report and new release required by applicable securities for the Acquisition was not filed. Until all compliance issues related to Mr. Nicholson’s failure to file early warning and insider reports have been resolved, Mr. Nicholson will not acquire and/or dispose of any securities of the Company.

Mr. Nicholson acquired the Purchased Shares for private investment purposes and may, in the future and subject to applicable law, increase or decrease his beneficial ownership or control over securities of the Company depending upon a number of factors, including but not limited to general market and economic conditions and other available investment opportunities.

An early warning report reflecting the above noted is now available under the Company’s sedar profile at www.sedar.com. For further information, or to request a copy of the early warning report, please contact the following:

Ford Nicholson
Telephone: (604) 417-8032

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/111217






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Maritime Resources Closes Previously Announced Sale of Royalty Portfolio

Toronto, Ontario–(Newsfile Corp. – January 21, 2022) – Maritime Resources Corp. (TSXV: MAE) ("Maritime" or the "Company") is pleased to announce the closing…

Toronto, Ontario–(Newsfile Corp. – January 21, 2022) – Maritime Resources Corp. (TSXV: MAE) (“Maritime” or the “Company”) is pleased to announce the closing of its previously announced asset sale transaction with Nomad Royalty Company Ltd. (“Nomad”). Maritime sold a portion of its royalty portfolio in a number of Canadian exploration projects in Quebec, British Columbia and Ontario to Nomad for US$700,000, which was satisfied through the issuance of 96,818 Nomad common shares. As part of the asset sale process, a right of first refusal associated with one of the royalties being sold was exercised and the applicable royalty was sold for approximately $375,000, being the Canadian dollar equivalent of US$300,000.

Garett Macdonald, President and CEO of Maritime, commented, “This agreement realizes the value of our royalty portfolio today while also providing upside exposure through an equity position in Nomad, one the industry’s fastest growing royalty companies.”

About Maritime Resources Corp.

Maritime holds a 100% interest, directly and subject to option agreements entitling it to earn 100% ownership, in the Green Bay Property, including the former Hammerdown gold mine and the Orion gold project plus the Whisker Valley exploration project, all located in the Baie Verte Mining District near the town of King’s Point, Newfoundland and Labrador. The Hammerdown Gold Project is characterized by near-vertical, narrow mesothermal quartz veins containing gold associated with pyrite. Hammerdown was last operated by Richmont Mines between 2000-2004.

On Behalf of the Board:

Garett Macdonald, MBA, P.Eng.
President and CEO

For further information, please contact:

Tania Barreto, CPIR
Head of Investor Relations
1900-110 Yonge Street, Toronto, ON M5C 1T4.
www.maritimeresourcescorp.com

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Caution Regarding Forward-Looking Statements:

Certain of the statements made and information contained herein is “forward-looking information” within the meaning of National Instrument 51-102 – Continuous Disclosure Obligations. Forward-looking statements are often identified by terms such as “will”, “may”, “should”, “anticipate”, “expects”, “intends”, “indicates” “plans” and similar expressions. Forward-looking statements include statements concerning the anticipated closing of this asset Sale Agreement, potential to increase mineral resource and mineral reserve estimates, the Company’s decision to restart the Project, the Company’s plans regarding depth extension of the deposit at Hammerdown, the Company’s plans regarding completing additional infill and grade control testing within the PEA mine plan, the Company’s plans regarding drilling targets previously identified, the anticipated timing of provincial environmental assessment approval for Hammerdown and the Company’s activities related to the Nugget Pond gold circuit, including receipt of certain approvals related to those activities, amongst other things, which involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. All forward-looking statements and forward-looking information are based on reasonable assumptions that have been made by the Company in good faith as at the date of such information. Such assumptions include, without limitation, the price of and anticipated costs of recovery of, base metal concentrates, gold and silver, the presence of and continuity of such minerals at modeled grades and values, the capacities of various machinery and equipment, the use of ore sorting technology will produce positive results, the availability of personnel, machinery and equipment at estimated prices, mineral recovery rates, and others. Forward-looking information is subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking information, including, without limitation, the ability of the Company to continue to be able to access the capital markets for the funding necessary to acquire, maintain and advance exploration properties or business opportunities; global financial conditions, including market reaction to the coronavirus outbreak; competition within the industry to acquire properties of merit or new business opportunities, and competition from other companies possessing greater technical and financial resources; difficulties in advancing towards a development decision at Hammerdown and executing exploration programs at its Newfoundland and Labrador properties on the Company’s proposed schedules and within its cost estimates, whether due to weather conditions, availability or interruption of power supply, mechanical equipment performance problems, natural disasters or pandemics in the areas where it operates; increasingly stringent environmental regulations and other permitting restrictions or maintaining title or other factors related to exploring of its properties, such as the availability of essential supplies and services; factors beyond the capacity of the Company to anticipate and control, such as the marketability of mineral products produced from the Company’s properties; uncertainty as to whether the acquisition of the Nugget Pond gold circuit will be completed in the manner currently contemplated by the parties; uncertainty as to whether mineral resources will ever be converted into mineral reserves once economic considerations are applied; uncertainty as to whether inferred mineral resources will be converted to the measured and indicated categories through further drilling, or into mineral reserves, once economic considerations are applied; government regulations relating to health, safety and the environment, and the scale and scope of royalties and taxes on production; and the availability of experienced contractors and professional staff to perform work in a competitive environment and the resulting adverse impact on costs and performance and other risks and uncertainties, including those described in each MD&A of financial condition and results of operations. In addition, forward-looking information is based on various assumptions including, without limitation, assumptions associated with exploration results and costs and the availability of materials and skilled labour. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements. Accordingly, readers are advised not to place undue reliance on forward-looking information. Except as required under applicable securities legislation, Maritime undertakes no obligation to publicly update or revise forward-looking information, whether as a result of new information, future events or otherwise.

Neither TSX Venture Exchange (“TSX-V”) nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/111200









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Canoe Mining Ventures Announces Private Placement Financing

Toronto, Ontario–(Newsfile Corp. – January 21, 2022) – Canoe Mining Ventures Corp. (TSXV: CLV) ( the "Company") is pleased to announce a non-brokered…

Toronto, Ontario–(Newsfile Corp. – January 21, 2022) – Canoe Mining Ventures Corp. (TSXV: CLV) ( the “Company“) is pleased to announce a non-brokered private placement financing for gross proceeds of CDN$500,000 through the issuance of 6,250,000 units in the capital of the Company (the “Units“) at a price of $0.08 per Unit (the “Offering“). Each Unit is comprised of one common share in the capital of the Company (each, a “Common Share“) and one-half of one whole Common Share purchase warrant (each whole warrant, a “Warrant“). Each Warrant entitles the holder thereof to acquire one Common Share at a price of $0.125 per Common Share until the date that is three years form the date of issuance (the “Warrant Term“), provided, however, that should the closing price at which the Common Shares trade on the TSX Venture Exchange (or any such other stock exchange in Canada as the Common Shares may trade at the applicable time) at $0.16 or higher for ten (10) trading days within any thirty (30) day trading day period at any time following the date that is four months and one day after the date of issuance, the Company may accelerate the Warrant Term (the “Reduced Warrant Term“) such that the Warrants shall expire on the date which is ten (10) days following the date a press release is issued by the Company announcing the Reduced Warrant Term, subject to adjustments in certain events. Gross proceeds raised from the Offering will be used for working capital and general corporate purposes.

Closing of the Offering is subject to receipt of all necessary corporate and regulatory approvals, including the approval of TSX Venture Exchange. All securities issued in connection with the Offering will be subject to a hold period of four months plus a day from the date of issuance and the resale rules of applicable securities legislation.

The Offering may constitute a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“) as insiders of the Company may subscribe for 1,300,00 Units pursuant to the Offering. The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the Company is not listed on a specified market and the fair market value of the participation in the Offering by the insider does not exceed 25% of the market capitalization of the Company in accordance with MI 61-101. The Company will file a material change report in respect of the related party transaction at least 21 days before the closing of the of the Offering.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in the United States. The securities 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 state securities laws and may not be offered or sold within the United States or to U.S. Persons as defined under applicable United States securities laws unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

On Behalf of the Board of Directors

Scott Kelly
Director and CEO
+1 416 998 4714

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release includes certain “forward-looking statements” within the meaning of that phrase under Canadian securities laws. Without limitation, statements regarding future plans and objectives of the Company are forward-looking statements that involve various degrees of risk. Forward-looking statements reflect management’s current views with respect to possible future events and conditions and, by their nature, are based on management’s beliefs and assumptions and subject to known and unknown risks and uncertainties, both general and specific to the Company. Although the Company believes the expectations expressed in such forward-looking statements are reasonable, such statements are not guarantees of future performance and actual results or developments may differ materially from those in our forward-looking statements. The following are important factors that could cause the Company’s actual results to differ materially from those expressed or implied by such forward-looking statements: general market conditions, the uncertainty of future profitability and the uncertainty of access to additional capital. Additional information regarding the material factors and assumptions that were applied in making these forward-looking statements as well as the various risks and uncertainties facing the Company are described in greater detail in the “Risk Factors” section of the Company’s annual Management’s Discussion and Analysis and other continuous disclosure documents filed with the Canadian securities regulatory authorities which are available at www.sedar.com. The Company undertakes no obligation to update forward-looking information except as required by applicable law. The reader is cautioned not to place undue reliance on and the Company relies on litigation protection for forward-looking statements.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/111204






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