/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO
U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
(In Canadian Dollars unless otherwise
stated)
VANCOUVER, BC, April 29, 2021 /CNW/
- Goldsource Mines Inc. ("Goldsource" or the
"Company") is pleased to announce that it has entered
into an agreement with Cormark Securities Inc. and Sprott Capital
Partners (collectively, the "Underwriters"), pursuant to
which the Underwriters shall purchase 72,730,000 units of the
Company (the "Units") at a price of $0.11 per Unit (the "Offering Price"), on
a "bought deal" private placement basis, for aggregate gross
proceeds to the Company of approximately C$8.0 million (the "Offering"). The
Company has also granted the Underwriters an option to sell up to
an additional 10,909,500 Units at the Offering Price up to the
closing of the Offering (the "Option"), which would increase
the aggregate gross proceeds to approximately C$9.2 million if exercised in full.
Each Unit will consist of one common share of the Company (a
"Common Share") and one-half of one Common Share purchase
warrant (each full warrant, a "Warrant"). Each Warrant will
entitle the holder to acquire one Common Share of the Company at an
exercise price of $0.14 for a period
of 24 months following the closing of the Offering.
The net proceeds from the Offering will be used for ongoing
exploration and pre-feasibility work at the Eagle Mountain Gold
Project in Guyana, working capital
and general corporate purposes.
Van Eck Associates Corp. has committed to participate in the
Offering with a lead order of C$5.0
million.
In connection with the Offering, the Company will pay to the
Underwriters a cash commission equal to 6.0% of the gross proceeds
from the sale of the Units (including any proceeds in connection
with the exercise of the Option), other than in respect of any
purchasers pursuant to a mutually agreed "president's list" (not to
exceed C$1.0 million) (the
"President's List"), on which a cash fee of 3.0% only shall
be payable. In addition, the Company shall issue to the
Underwriters such number of compensation warrants (the "Broker
Warrants") as is equal to 3.0% of the number of Units sold
pursuant to the Offering, except for any purchasers on the
President's List on which such number of Broker Warrants as is
equal to 1.5% of the number of Units sold pursuant to the Offering
shall be issued. Each Broker Warrant will be exercisable for one
Common Share at an exercise price equal to the Offering Price for a
period of 24 months following the closing of the Offering.
The Offering is scheduled to close on or about May 20, 2021 and is subject to certain conditions
including, but not limited to, the receipt of all necessary
regulatory and other approvals including the approval of the TSX
Venture Exchange ("TSXV").
Following discussions with investors and in consideration of
Company initiatives, Goldsource is also announcing that it intends
to complete a concurrent share consolidation on the basis of 10
existing Common Shares for one new consolidated common share (the
"Consolidation"), which the Company anticipates completing
on the closing of the Offering. The Consolidation is subject to the
approval of the TSXV. In accordance with the Company's articles,
the Consolidation may be approved by the Company's directors, and
shareholder approval is not required. Currently, the Company has
407,247,109 issued and outstanding Common Shares, and assuming no
additional Common Shares are issued prior to completion of the
Consolidation (including under the Offering) upon completion of the
Consolidation there will be 40,724,711 Common Shares on a post
Consolidation basis outstanding. The Offering is being conducted on
a pre-Consolidation basis.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any of 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 or for the account or benefit of a U.S. person (as defined in
Regulation S under the U.S. Securities Act) unless registered under
the U.S. Securities Act and applicable state securities laws or an
exemption from such registration is available.
About Goldsource Mines Inc.
Goldsource Mines Inc. (www.goldsourcemines.com) is a Canadian
exploration company focussed on the 100%-owned Eagle Mountain gold
project in Guyana, South America. The Company is led by an
experienced management team, proven in making precious metals
exploration discoveries and executing on phased project development
in the Americas.
Steve Parsons
CEO
Goldsource Mines Inc.
CAUTIONARY STATEMENT AND FORWARD-LOOKING
DISCLAIMER
This news release contains "forward-looking statements"
within the meaning of Canadian securities legislation. Such
forward–looking statements concern the closing of the Offering, use
of proceeds of the Offering, TSXV approval, Goldsource's strategic
plans, timing and expectations for the Company's exploration and
drilling programs at Eagle Mountain. Such forward–looking
statements or information are based on a number of assumptions,
which may prove to be incorrect. Assumptions have been made
regarding, among other things: conditions in general economic and
financial markets; accuracy of assay results and availability of
mining equipment; availability of skilled labour; timing and amount
of capital expenditures; performance of available laboratory and
other related services; and future operating costs. The actual
results could differ materially from those anticipated in these
forward–looking statements as a result of the risk factors
including: the timing and content of work programs; results of
exploration activities and development of mineral properties; the
interpretation of drilling results and other geological data; the
uncertainties of resource estimations; receipt, maintenance and
security of permits and mineral property titles; environmental and
other regulatory risks; project costs overruns or unanticipated
costs and expenses; availability of funds and general market and
industry conditions. Forward-looking statements are based on the
expectations and opinions of the Company's management on the date
the statements are made. The assumptions used in the preparation of
such statements, although considered reasonable at the time of
preparation, may prove to be imprecise and, as such, readers are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date the statements were
made. The Company undertakes no obligation to update or revise any
forward-looking statements included in this news release if these
beliefs, estimates and opinions or other circumstances should
change, except as otherwise required by applicable law.
Neither TSX-V nor its Regulation Services Provider (as that
term is defined in policies of the TSX-V) accepts responsibility
for the adequacy or accuracy of this release.
SOURCE Goldsource Mines Inc.