/NOT FOR DISTRIBUTION OR DISSEMINATION IN THE
UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY
CONSTITUTE A VIOLATION OF UNITED
STATES SECURITIES LAWS/
NORTH BERWICK, Scotland,
Dec. 4, 2020 /CNW/ - WESTERN GOLD
EXPLORATION LTD. (TSXV: WGLD) (the "Company") is
pleased to announce that it intends to complete a non-brokered
private placement of up to 3,250,000 equity units of the Company
("Units") at a price of CAD$0.40 per Unit for gross proceeds of up to
CAD$1,300,000 (the "Private
Placement"). The Company has the option to increase the size of
the Private Placement by up to an additional 500,000 Units, for
total gross proceeds of up to CAD$1,500,000.
Each Unit will be comprised of one (1) common share of the
Company and one-half of one (1/2) common share purchase warrant of
the Company (a "Warrant"). Each whole Warrant will entitle
the holder to acquire one (1) common share of the Company for a
period of 18 months from the date of issuance of the Warrant (the
"Time of Expiry"), at an exercise price of CAD$0.75 per share. The Warrants will contain an
acceleration right in favor of the Company that will allow the
Company to accelerate the Time of Expiry to a date that is at least
twenty (20) days following the delivery of the acceleration notice
to the holders of the Warrants, if at any time following the
issuance of the Warrants and provided that all statutory hold
periods on the Warrants have expired, the common shares of the
Company trade on the TSX Venture Exchange (the "Exchange")
at a price equal to or greater than CAD$1.10 for a period of fourteen (14)
consecutive trading days.
The Private Placement is subject to the approval of the
Exchange. The securities issued in connection with the Private
Placement will be subject to a four-month hold period, in
accordance with applicable securities laws.
The Company intends to use the proceeds from the Private
Placement to continue the development of its business, including
the exploration of its prospective mineral properties located in
Western Scotland, as well as for
general and administrative expenses.
The Company may pay a commission or finder's fee to eligible
parties in connection with the Private Placement, subject to the
approval of the Exchange and compliance with applicable securities
laws.
About Western Gold Exploration
The Company is an exploration company that is listed on the TSX
Venture Exchange under the symbol "WGLD". The Company is focused on
the exploration of mineral properties in Western Scotland and discovering new
opportunities in the Dalradian Belt, targeting historic mines with
gold and copper occurrences in the area to develop an initial
resource estimate. Preliminary prospects include the
Stronchullin mine, Gossan Burn and Allt Dearg which are all located
in the Knapdale District.
Additional information about the Company is available on SEDAR
at www.sedar.com under the Company's profile.
This press release is not an offer of the Company's
securities for sale in the United
States. The Company's securities may not be offered or sold
in the United States absent
registration or an available exemption from the registration
requirements of the U.S. Securities Act of 1933, as amended (the
"U.S. Securities Act") and applicable U.S. state securities
laws. The Company will not make any public offering of its
securities in the United States.
The Company's securities have not been and will not be
registered under the U.S. Securities Act.
This press release shall not constitute an offer to sell or
the solicitation of an offer to buy, nor shall there be any sale of
these securities, in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS: This news release includes certain
"forward-looking statements" under applicable Canadian securities
legislation. Forward-looking statements include, but are not
limited to, statements with respect to the completion of the
proposed Private Placement, the anticipated use of proceeds, and
other information concerning future events or the intentions, plans
and future action of the Company that may be described herein.
Forward-looking statements consist of statements that are not
purely historical, including any statements regarding beliefs,
plans, expectations or intentions regarding the future. Such
information can generally be identified by the use of
forwarding-looking wording such as "may", "expect", "estimate",
"anticipate", "intend", "believe" and "continue" or the negative
thereof or similar variations. Readers are cautioned not to place
undue reliance on forward-looking statements, as there can be no
assurance that the plans, intentions or expectations upon which
they are based will occur.
By their nature, forward-looking statements involve numerous
assumptions, known and unknown risks and uncertainties, both
general and specific, that contribute to the possibility that the
predictions, estimates, forecasts, projections and other
forward-looking statements will not occur. These assumptions, risks
and uncertainties include, among other things, the state of the
economy in general and capital markets in particular, as well as
those risk factors discussed or referred to in the Company's
Management's Discussion and Analysis for the period ended
September 30, 2020 available at
www.sedar.com, many of which are beyond the control of the Company.
Forward-looking statements contained in this press release are
expressly qualified by this cautionary statement.
The forward-looking statements contained in this press
release are made as of the date of this press release. Except as
required by law, the Company disclaims any intention and assumes no
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.
Additionally, the Company undertakes no obligation to comment on
the expectations of, or statements made by, third parties in
respect of the matters discussed above.
Neither the TSX Venture Exchange nor its Regulation
Service Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
NOT FOR DISTRIBUTION OR DISSEMINATION IN THE UNITED
STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY
CONSTITUTE A VIOLATION OF UNITED
STATES SECURITIES LAWS.
SOURCE Western Gold Exploration Ltd