GFG Resources Inc. (TSX-V: GFG) (OTCQB: GFGSF) (“GFG” or the “Company”) announces that due to investor demand it has increased the size of its previously announced private placement financing (the “Offering”) (see news release dated August 30, 2022) to an aggregate total of up to C$2.06 million. As part of the current Offering, the Company is pleased to announce that its strategic investor, Alamos Gold Inc. (TSX: AGI; NYSE: AGI) (“Alamos”), has committed to participate in the Offering on a pro-rata basis.
The Offering will consist of any combination of (i) units of the Company (“Units”) at a price of C$0.11 per Unit; (ii) common shares of the Company that will qualify as “flow-through shares” for the purposes of the Income Tax Act (Canada) (“FT Shares”) at a price of C$0.13 per FT Share; and (iii) premium units of the Company (“Premium Units”) at a price of C$0.1573 per Premium Unit, subject to maximum aggregate gross proceeds of up to C$2.06 million. Each Unit shall consist of one common share of the Company (which shall not be a “flow-through share”) and one-half of one share purchase warrant, with each whole share purchase warrant (a “Warrant”) entitling the holder thereof to acquire one additional common share of the Company (which shall not be a “flow-through share”) at an exercise price of C$0.17 for a period of 24 months from the date of issuance. Each Premium Unit shall consist of one FT Share (a “Premium FT Share”) and one-half of one Warrant.
If during the exercise period of the Warrants, but after the resale restrictions on the underlying common shares have expired, the closing price of the common shares of the Company is at a price equal to or greater than $0.26 for a period of 10 consecutive trading days, GFG will have the right to accelerate the expiry date of the Warrants by giving notice, via a news release, to the holders of the Warrants that the Warrants will expire on the date that is 30 days after the issuance of the said news release.
The gross proceeds raised from the sale of the FT Shares and Premium FT Shares will be used for exploration activities in Ontario that will qualify as “Canadian Exploration Expenses” (within the meaning of the Income Tax Act (Canada)). The net proceeds raised from the sale of the Units and the Warrants comprising, in part, the Premium Units, will be used for exploration activities on the Company’s projects in Ontario as well as for general working capital purposes.
Following two highly successful drill programs (See Table 1 for Assay Highlights) at the Montclerg Gold Project and recent prospecting efforts completed on the Goldarm Property located east of the world-class Timmins Gold District, it is evident that a much more aggressive program is warranted. The funds raised in this Offering will focus on completing a 6,000 – 8,000 meter drill program to infill and grow the Montclerg gold system and test several regional targets that the Company has in its drill target pipeline.