BMEX Gold Inc. Announces Update to Listed Issuer Financing Exemption (LIFE) Financing
Vancouver, July 26, 2024 - BMEX Gold Inc. (TSXV: BMEX) (FSE: 8M00) ("BMEX" or the "Company") announces that it has terminated its non-brokered private placement financing which was previously announced on June 10, 2024, and will be proceeding with a new offering (the "Offering") under the listed issuer financing exemption whereby the securities of the Company issued pursuant to the Offering will be freely tradeable equity securities not subject to a hold period (see below). The Offering will be for minimum gross proceeds of $300,000, and maximum gross proceeds of $1,300,000. The Offering will consist of the sale of a minimum of 2,000,000 non-flow-through units ("NFT Units") at a price of $0.15 per NFT Unit for gross non-flow through proceeds of $300,000. The Offering will be subject to maximum gross proceeds of $1,300,000, through the issuance of up to 6,666,667 units in aggregate, which will consist of a mix of flow-through units ("FT Unit") and NFT Units. The FT Units will be issued at $0.15 per FT Unit. Each NFT Unit and each FT Unit will consist of one common share (a "Common Share") of the Company and one full common share purchase warrant ("Warrant"), with each Warrant entitling the holder thereof to acquire one additional Common Share at a price of $0.20 per share for a period of twenty-four (24) months from the closing date of the Offering. The breakdown between FT Units and NFT Units to be issued will be determined by the Company at closing (subject to a minimum of 2,000,000 NFT Units).
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), the Offering is being made to purchasers resident in each of the Provinces of Canada, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 (the "Exemption"). The securities offered under the Exemption will not be subject to a hold period in accordance with applicable Canadian securities laws. There is an offering document (the "Offering Document") related to the Offering that can be accessed under the Company's profile at www.sedarplus.ca and on the Company's website at https://bmexgold.com/. Prospective investors should read this Offering Document before making an investment decision.
In consideration for services provided with respect to the Offering, the Company may pay cash finder's fees of up to 6% of the gross proceeds of the Offering.
The gross proceeds from the sale of the FT Units will be used to further explore and evaluate the Company's Dunlop Bay project located in Quebec, Canada and proceeds from the sale of the NFT Units will be used for general and administrative expenses for the Company for the next 12 months.
The Offering is scheduled to close on or about August 2, 2024 (the "Closing Date") and completion of the Offering is subject to certain conditions including the receipt of all necessary approvals, including the approval of the TSX Venture (TSXV) Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to sell 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 U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About BMEX Gold Inc.
BMEX Gold Inc. is a junior Canadian mining exploration company with the primary objective to acquire, explore, and develop viable gold and base metal projects in the mining-friendly jurisdiction of Quebec, Canada. BMEX is currently fully focused its 100% interest in its two projects, both located in the prolific Abitibi greenstone belt:
- King Tut Project consists of 120 contiguous claims on 5,206 hectares
- Dunlop Bay Project consists of 76 mineral claims that cover 4,226 hectares
BMEX common shares trade under the symbol "BMEX" on the TSX-V and under the symbol 8M0 on the Frankfurt Exchange.
For further information please contact:
BMEX Gold Inc.
Robert Pryde President and CEO
Tel: (403) 478-6042
Email: info@bmexgold.com
Neither the 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. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
Forward-looking statements:
This news release contains forward-looking statements. All statements, other than of historical facts, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future including, without limitation, the completion of the Offering as described herein are forward-looking statements. Forward-looking statements are generally identifiable by use of the words "will", "should", "continue", "expect", "anticipate", "estimate", "believe", "intend", "to earn", "to have', "plan" or "project" or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Company's ability to control or predict, that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements. Factors that could cause actual results or events to differ materially from current expectations include, among other things, failure to obtain any necessary regulatory approvals, the termination of any agreement governing the Offering, general business and economic conditions, changes in world gold markets, sufficient labour and equipment being available, changes in laws and permitting requirements, unanticipated weather changes, title disputes and claims, environmental risks as well as those risks identified in the Company's annual Management's Discussion and Analysis. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described and accordingly, readers should not place undue reliance on forward-looking statements. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. The Company does not intend, and does not assume any obligation, to update these forward-looking statements except as otherwise required by applicable law.
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