MED:CC - Medgold Provides Update on Proposed Acquisition of Balkan Metals Corp.
(TheNewswire)
Vancouver, Canada – TheNewswire- October 6, 2023 – Medgold Resources Corp.(TSXV:MED ) | ( FRA:1XD) (“ Medgold ” or the“ Company ”) is pleased to provide an update on its proposedacquisition (the “ Acquisition ”) of Balkan Metals Corp.(“ Balkan Metals ”), a private British Columbia company which holds aportfolio of exploration licenses in Serbia, some of which arecontiguous to Medgold’s existing Serbian exploration permits. Withmineral rights covering close to 1,000 square kilometres, theresulting company (to be renamed “Electrum Metals Group Corp.”(the “ ResultingIssuer ”)) will be the largest holder of highlyprospective exploration ground in the Republic of Serbia.
Subsequent to receiving shareholder approval, the TSX Venture Exchange (the “ Exchange ”) hasgranted Medgold a 90 day extension of the deadline to close theA cquisition .
In addition, Medgold announces that, as of August 23,2023, Balkan Metals had received subscription agreements for 1,760,993units of Balkan Metals (the “ Units ”) to raise approximately $264,149,with each Unit being sold at a price of $0.15 per Unit in an interimfinancing (the “ InterimFinancing ”). The Interim Financing is anextension to the Pre-Closing Financing of Balkan Metals, as disclosedin Medgold’s information circular dated July 14, 2023. Each Unit iscomprised of one common share of Balkan Metals and a share purchasewarrant (a “ Warrant ”) entitling the holder to purchase,subject to adjustment, one additional common share of Balkan Metalsfor a period of 2 years, at a price of $0.25 for the first year and aprice of $0.30 for the second year, subject to acceleration. Following closing of the Acquisition, the Warrants will be assumedby the Resulting Issuer and adjusted in accordance with their terms toreceive the same number of common shares of the Resulting Issuer.
Balkan Metals used a portion of the proceeds of theInterim Financing to pay for the extension of some of Balkan Metals’licences, including the Luka license (forming part of the Timok EastProject), to keep the Tlamino project in good standing and for otherworking capital requirements.
As a result of the increased pre-closing financing, theExchange requires Medgold and Balkan Metals to increase the size offinancing to close concurrently with closing of the Acquisition (the“ ConcurrentFinancing ”). The Concurrent Financing willnow be a minimum of 10,405,450 units to be sold at $0.20 to raise aminimum of $2,081,090.
The parties are continuing to work closely together tosatisfy the conditions precedent to completion of the Acquisition,primarily arranging the Concurrent Financing, the net proceeds ofwhich will be used by the Resulting Issuer to fund exploration of itsSerbian properties (principally, the Timok East Project) and forworking capital and general corporate purposes.
Trading in the Company’s common shares continues tobe halted and is expected to remain halted until completion of theAcquisition.
About Medgold Resources Corp.
Additional information on Medgoldcan be found on the Company’s website at www.medgoldresources.com and by reviewing the Company’s page on SEDAR+ at www.sedarplus.ca .
ON BEHALF OF THE BOARD
Jeremy Crozier, President and CEO
For Further Information,Contact:
Jeremy Crozier (Vancouver), +1 604 801 5432, info@medgoldresources.com
Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in thepolicies of the TSX Venture Exchange) accepts responsibility for theadequacy or accuracy of this release.
Forward-looking Information
Certain statements contained in thisnews release constitute forward-looking information within the meaningof Canadian securities legislation. All statements included herein,other than statements of historical fact, are forward-lookinginformation and include, without limitation, statements regarding theproposed Acquisition transactions. Often, but not always, thisforward-looking information can be identified by the use of words suchas “estimate”, “estimates”, “estimated”, “potential”,“open”, “future”, “assumed”, “projected”, “used”,“detailed”, “has been”, “gain”, “upgraded”,“offset”, “limited”, “contained”, “reflecting”, “containing”,“remaining”, “to be”, “periodically”, or statements thatevents, “could” or “should” occur or be achieved and similarexpressions, including negative variations.
Forward-looking information involvesknown and unknown risks, uncertainties and other factors which maycause the actual results, performance or achievements of Medgold andthe Resulting Issuer, to be materially different from any results,performance or achievements expressed or implied by forward-lookinginformation. Such uncertainties and factors include, among others,whether the Exchange will approve of the Acquisition and relatedtransactions; whether the Acquisition will be completed as planned;changes in general economic conditions and financial markets; risksassociated with the results of exploration and development activities,and the geology, grade and continuity of mineral deposits;unanticipated costs and expenses; and such other risks detailed fromtime to time in Medgold’s quarterly and annual filings withsecurities regulators and available under Medgold’s profile onSEDAR+ at www.sedarplus.ca .Although Medgold has attempted to identify important factors thatcould cause actual actions, events or results to differ materiallyfrom those described in forward-looking information, there may beother factors that cause actions, events or results to differ fromthose anticipated, estimated or intended.
Forward-looking informationcontained herein are based on the assumptions, beliefs, expectationsand opinions of management, including but not limited to: that theAcquisition will be completed as planned; that the ResultingIssuer’s stated goals and planned exploration and developmentactivities will be achieved; that there will be no material adversechange affecting the Resulting Issuer or its properties; and suchother assumptions as set out herein. Forward-looking information hasbeen made as of the date hereof and Medgold disclaims any obligationto update any forward-looking information, whether as a result of newinformation, future events or results or otherwise, except as requiredby law. There can be no assurance that forward-looking informationwill prove to be accurate, as actual results and future events coulddiffer materially from those anticipated in such information.Accordingly, investors should not place undue reliance onforward-looking information.
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