(TheNewswire)
Vancouver, BC – TheNewswire –March 7, 2024 - Baru Gold Corp (TSXV:BARU) (OTC:BARUF) and itssubsidiary PT. Tambang Mas Sangihe (“TMS”) or the “Company”)announces to shareholders a non-brokered privateplacement consisting of up to 5,000,000 units priced at $0.02 per unitfor total proceeds of $100,000.
Each unit will comprise one common share in the capitalof the Company and one non-transferable common share purchase warrant.Each warrant will entitle the holder to purchase over two years oneadditional share at an exercise price of $0.05. The financing isexpected to close on or before March 25, 2024.
The use of proceeds of the financing will be forworking capital while the Company awaits the issuance of the State ofActivity upgrade to Production Operation status. The Company remindsinterested participants that the Private Placement is subject tore-pricing if the stock price increases following the release of news.Insiders of the Company participation in the foregoing offeringconstitutes a "related party transaction" as defined underMultilateral Instrument 61-101 Protection of Minority Security Holders in SpecialTransactions (“MI 61-101”). Suchparticipation is exempt from the formal valuation and minorityshareholder approval requirements of MI 61-101 as neither the fairmarket value of the securities acquired by the insiders, nor theconsideration for the securities paid by such insiders, exceed 25% ofthe Company's market capitalization.
This offering is being made due to increased investorinterest from increasing gold prices and after the British Columbia Securities Commission revoked the temporarymanagement cease trade order (the "MCTO") on March 6, 2024.The MCTO prevented the Company’s Officers, Board and Insiders fromtrading in the Company’s securities but did not affect the abilityof other shareholders, including the public, to trade in thesecurities of the Company.
The Company confirms filing the 2023 audited annualfinancial statements and the BCSC’s Executive Director has revokedthe MCTO. The Company confirms that since the date of the DefaultAnnouncement, other than as described above: (a) there has been nomaterial change to the information set out in the Default Announcementthat has not been generally disclosed; (b) there has been no failureby the Company in fulfilling its stated intentions with respect tosatisfying the provisions of the alternative information guidelinesset out in NP 12-203; (c) there has not been, nor is there anticipatedto be, any specified default subsequent to the default which is thesubject of the Default Announcement; and (d) there is no othermaterial information concerning the affairs of the Company that hasnot been generally disclosed.
The private placement is subject to regulatoryapproval, and all securities to be issued pursuant to the financingare subject to a four-month hold period under applicable Canadiansecurities laws. All funds are denominated in Canadian dollars. Inconnection with the private placement, the company may pay finders'fees in cash or securities, or a combination of both, as may bepermitted by the policies of the exchange.
The securities being offered have not been, nor willthey be, registered under the United States Securities Act of 1933, asamended, or state securities laws, and may not be offered or soldwithin the United States or to, or for the account or benefit of, U.S.persons absent U.S. federal and state registration or an applicableexemption from the U.S. registration requirement.
The Company is in the process of closing the finaltranche of the previous private placement announced January 24, 2024and increased offering on February 13, 2024.
ABOUT SANGIHE GOLD PROJECT
The Sangihe Gold Project (“Sangihe”) is located onthe Indonesian island of Sangihe, off the northern coast of Sulawesi.Sangihe has an existing National Instrument 43-101 inferred mineralresource of 114,700 indicated and 105,000 inferred ounces of gold, asreported in the Company's “Independent Technical Report on theMineral Resource Estimates of the Binebase and Bawone Deposits,Sangihe Project, North Sulawesi, Indonesia” (May 30, 2017). Readersare cautioned that mineral resources that are not mineral reserves donot have demonstrated economic viability.
The Company intends to proceed to production withoutthe benefit of first establishing mineral reserves supported by afeasibility study. The Company cautions readers that the anyproduction decision made by the Company will not be based on a NI43-101 feasibility study of mineral reserves that demonstrateseconomic and technical viability and as such, there may be involvedincreased uncertainty and various technological and economicrisks
The Company's 70-percent interest in theSangihe-mineral-tenement Contract of Work (“CoW”) is held throughPT. Tambang Mas Sangihe (“TMS”). The remaining 30-percent interestin TMS is held by three Indonesian corporations. The term of theSangihe CoW agreement is 30 years upon commencement of the productionphase of the project.
Baru has met all the requirements of the Indonesiangovernment and has been granted its environmental permit.
ABOUT BARU GOLD CORP.
Baru Gold Corporation is a dynamic junior golddeveloper with NI 43-101 gold resources in Indonesia, one of the topten gold producing countries in the world. Based in Indonesia andNorth America, Baru’s team boasts extensive experience in startingand operating small-scale gold assets.
BARU GOLD CORP
Per: “Terry Filbert”
Terry Filbert, Director
President & CEO
info@barugold.com
For investor contacts more information, please contact:
Kevin Shum
Investor Relations
kevin@jeminicapital.com
647-725-3888 ext 702
Neither TSXVenture Exchange nor its Regulation Services Provider (as that term isdefined in the policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.
Certain statements in this NewsRelease, which are not historical in nature, constitute “forwardlooking statements” within the meaning of that phrase underapplicable Canadian securities law. These statements include, but arenot limited to, statements or information concerning future workprograms, results and timing of any work programs, the Company’sperformance or events as of the date hereof. These statements reflectmanagement’s current assumptions and expectations and by theirnature are subject to certain underlying assumptions, known andunknown risks and uncertainties and other factors which may causeactual results, performance or events to be materially different fromthose expressed or implied by such forward looking statements. Thoserisks include the interpretation of drill results; the geology, gradeand continuity of mineral deposits; the possibility that futureexploration, development or mining results will not be consistent withour expectations; commodityand currency price fluctuation; failure to obtain adequate financing;regulatory, recovery rates, refinery costs, and other relevantconversion factors, permitting and licensing risks; general market andmining exploration risks and production and economic risks related todesign and engineering, manufacturing, technological processes andtest procedures and the risk that the project’s output will not besalable at a price that will cover the project’s operating andmaintenance costs. Forward-looking statements should not be construedas investment advice. Readers should perform a detailed, independentinvestigation and analysis of the Company and are encouraged to seekindependent professional advice before making any investment decision.Accordingly, readers should not place undue reliance on anyforward-looking statement. Except as required by applicable securitieslaws, the Company disclaims any obligation to update or revise anyforward looking statements to reflect events or changes incircumstances that occur after the date hereof.
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