Harvest Gold Announces Closing of Non-Brokered Private Placement
Vancouver, June 30, 2021 - Harvest Gold Corp. ("Harvest Gold" or the "Company") (TSXV:HVG) is pleased to announce that, subject to the approval of the TSX Venture Exchange (the "Exchange"), it has closed its non-brokered private placement (the "Private Placement") issuing 4,938,750 units (each a "Unit") at a price of $0.20 per Unit raising total gross proceeds of $987,750. Each Unit consists of common share (each a "Share") in the capital of the Company and one-half of one transferable common share purchase warrant (each whole warrant a "Warrant"). Each Warrant entitles the holder to purchase one additional Share of the Company (a "Warrant Share") at an exercise price of $0.30 per Warrant Share for a period of two years from the closing date of the Private Placement, provided that in the event that the closing price of the Company's Shares on the Exchange (or such other exchange on which the Company's Shares may become traded) is $0.50 or greater per Share during any twenty (20) consecutive trading day period at any time subsequent to four months and one day after the closing date, the Warrants will expire at 4:00 p.m. (Vancouver time) on the 30th day after the date on which the Company provides notice of such accelerated expiry to the holders of the Warrants.
No finder's fees or commissions were paid in connection with the Private Placement.
The Company will use the proceeds from the Private Placement for exploration on the Company's Emerson, Goathorn and Jacobite projects in Central British Columbia, consultation with First Nations in the area of the Company's mineral projects, shareholder and investor communications, and general administrative expenses.
All securities issued in the Private Placement are subject to a statutory hold period expiring four months and one day from the closing date of the Private Placement. Additional resale restrictions and legends may apply in the United States and other jurisdictions.
Richard J. Mark, President, CEO and a director of the Company, subscribed for 150,000 Units, Christopher P. Cherry, CFO and a director of the Company, subscribed for 100,000 Units, Joel Matheson, a director of the Company, subscribed for 25,000 Units, Ed Zablotny, a director of the Company, subscribed for 20,000 Units and Patrick Donnelly, a director of the Company, subscribed for 20,000 Units.
As such, their participation constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the Units acquired by the insiders, nor the consideration for the Units paid by such insiders, exceed 25% of the Company's market capitalization.
ON BEHALF OF THE BOARD OF DIRECTORS
Rick Mark,
President and CEO
Harvest Gold Corp.
For more information please contact:
Rick Mark or Jan Urata
@ 604.737.2303 or info@harvestgoldcorp.com
Neither 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.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements.
This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.
NOT FOR DISTRIBUTION OR DISSEMINATION TO THE UNITED STATES
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