NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.
Vancouver, British Columbia – June 22, 2020 – Cabral Gold Inc. (“Cabral” or the “Company”) (TSXV: CBR) (OTC PINK: CBGZF) is pleased to announce the first closing of its previously announced non-brokered private placement financing (the “Private Placement”) through the issuance of 25,997,400 common shares at a price of $0.125 per share for gross proceeds of $3,249,675. The current closing of the Private Placement included a brokered component comprising 2,400,000 common shares for gross proceeds of $300,000.
Officers and directors of Cabral subscribed in the Private Placement for a total of 1,700,000 common shares for gross proceeds of $212,500. The participation of officers and directors of Cabral in the Private Placement constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to section 5.5(a) and section 5.7(1)(a) as the fair market value of the officers' and directors' participation is not more than 25% of the Company's market capitalization.
The Company intends to use the net proceeds from the Private Placement to drill recently identified high-grade gold targets at the Cuiú Cuiú gold project located in northern Brazil and for general corporate and working capital purposes.
Alan Carter, President and CEO commented, "We are very pleased with the overwhelming interest we received from investors in this oversubscribed offering. This financing will allow Cabral Gold to initiate new drill programs aimed at testing recently identified high-grade drill targets at Alonso, Medusa and Cilmar, as well as allowing us to further test recently identified high-grade zones within the MG and Central deposits at Cuiú Cuiú. We look forward to a steady flow of drill results in the coming months as we continue to advance this expanding district"
In connection with the Private Placement, the Company incurred finder's fees totalling $52,500; $21,000 of this amount related to the brokered portion of the Private Placement and were paid through the issuance of common shares. The Company also issued an aggregate of 144,000 share purchase warrants (“Broker Warrants”) in connection with the brokered portion of the Private Placement. Each Broker Warrant entitles the holder to purchase one common share of the Company at a purchase price of $0.20 for a period of 24 months following closing of the Private Placement.
All securities issued in connection with the Private Placement are subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation and the policies of the TSX Venture Exchange, pursuant to which they may not be sold or transferred until October 20, 2020.
About Cabral Gold Inc.
The Company is a junior resource Company and is engaged in the identification, exploration and development of projects in Brazil. The Company owns the Cuiú Cuiú gold project which currently contains Indicated resources of 5.9Mt @ 0.90g/t (200,000 oz) and Inferred resources of 19.5Mt @ 1.24g/t (800,000 oz) and is located in the Tapajós Region within the state of Pará in northern Brazil.
The Tapajós Gold Province is the site of the largest gold rush in Brazil's history producing an estimated 30 to 50 million ounces of placer gold between 1978 and 1995. Cuiú Cuiú was the largest area of placer workings in the Tapajós and produced an estimated 2 million ounces of placer gold historically.
FOR FURTHER INFORMATION PLEASE CONTACT:
President and Chief Executive Officer
Cabral Gold Inc.
Tel: 604 676 5660
Neither the TSX Venture Exchange nor its Regulation Services Provider (as such term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release contains certain forward-looking information and forward-looking statements within the meaning of applicable securities legislation (collectively “forward-looking statements”). The use of the words “will”, “expected” and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Such forward-looking statements should not be unduly relied upon. This news release contains forward-looking statements and assumptions pertaining to the following: strategic plans and future operations, and the private placement and use of proceeds. Actual results achieved may vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors. The Company believes the expectations reflected in those forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct.