(TheNewswire)
December 4, 2020 – TheNewswire - Toronto, ON – Otso Gold Corp.(“ Otso ” or the “ Company ”), (TSXV:OTSO) announces the issuance of an aggregate of 23,802,697 Common Shares to B&A Wesson Pty Ltd.(" B&A ") and C&C Wesson Pty Ltd. (" C&C "), twonominees of Lionsbridge Pty Ltd. (" Lionsbridge "),pursuant to the terms of the services agreement dated July 2, 2019(the " ServicesAgreement ") between Otso, Lionsbridge andWestech International Pty Ltd.
Under the Services Agreement, which was approved bydisinterested shareholders at the Company’s annual and specialmeeting held on August 28, 2019, Lionsbridge is entitled to finder’s fees in the form of Common Shares(the “ Finder’sFees ”) as consideration for arranging afunding package of debt or equity of at least US$4 million (the“ Funding Package ”). The Finder’s Fees equal 12.5% of the gross proceedsof the Funding Package.
Since September 2019, Lionsbridge has arranged for anaggregate of $11,886,548 in financing through debt and equityissuances as described in greater detail below, thus triggering thepayment of the Finder’s Fees in question:
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1. $6,188,878 in proceeds pursuantto a maintenance loan agreement dated April 30, 2019 between theCompany and PFL Raahe Holdings LP (“ Pandion ”), forwhich an aggregate of 14,759,033 Common Shares are issuable to C&Cand B&A at prices ranging between $0.05 and $0.06;
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2. $1,190,670 in proceeds pursuantto a consent and agreement dated October 7, 2019 between the Companyand Pandion, for which an aggregate of 2,976,660 Common Shares areissuable to C&C and B&A at a price of $0.05 pershare;
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3. $3,737,000 10% unsecured convertibledebenture offering completed on March 27, 2020,for which an aggregate of 4,671,250 Common Shares are issuable toC&C and B&A at the conversion price of the debentures, being$0.10 per share. The debentures have a face value of $4,671,250,discounted at 20% for total aggregate proceeds of $3,737,000;
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4. $300,000 unit offering completed on June 2, 2020, for which an aggregate of 394,736 Common Shares are issuable to C&C and B&A at a priceof $0.095 per share;
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5. $170,000 unit offeringcompleted on July 17, 2020, for which an aggregate of 354,166 CommonShares are issuable to C&C and B&A at a price of $0.06 pershare;
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6. $100,000 unit offeringcompleted on July 22, 2020, for which an aggregate of 192,307 CommonShares are issuable to C&C and B&A at a price of $0.065 pershare; and
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7. $200,000 unit offeringcompleted on September 25, 2020, for which an aggregate of 454,545Common Shares are issuable to C&C and B&A at a price of $0.055per share.
As C&C and B&A are each a ‘related party’of the Company, the payment of the Finder’s Fees is considered a‘related party transaction’ as defined under MultilateralInstrument 61-101 (" MI61-101 "). The payment of the Finder’sFees is exempt from the formal valuation and minority shareholderapproval requirements of MI 61-101 as the fair market value of thesecurities to be issued does not exceed 25% of the Company's marketcapitalization.
All securities issued pursuant to the paymentof the Finder’s Fees will be subject to a statutory hold period of four months from the date of issuance, inaccordance with applicable Canadian securities legislation.
The issuance of the Finder’s Fees has beenconditionally approved by the TSX Venture Exchange.
For furtherinformation, please contact:
Clyde Wesson
Vice President
1 917 287 0716
info@otsogold.com
www.otsogold.com
Forward-lookingStatements
This press release containsforward-looking statements regarding the Company based on currentexpectations andassumptions of management, which involve known andunknown risks and uncertainties associated with our business and theeconomic environment in which the business operates. All suchstatements are forward-looking statements under applicable Canadiansecurities legislation. Any statements contained herein that are notstatements of historical facts may be deemed tobe forward-lookingstatements. By their nature, forward-looking statements require us tomake assumptions and are subject to inherent risks and uncertainties.We caution our readers of this press release not to place unduereliance on our forward-lookingstatements as a number of factors could cause actualresults or conditions to differ materially from current expectations.Please refer to the risks set forth in the Company's continuousdisclosure documents that can be found on SEDAR ( www.sedar.com ) under the Company’s issuer profile. The Company does notintend, and disclaims any obligation, except as required by law, toupdate or revise any forward-looking statements whether as a result ofnew information, future events or otherwise.
About the Company
Otso Gold Corp. wholly owns the Otso Gold Mine near thetown of Raahe in Finland. The Otso Gold Mine is developed, fullypermitted, has all infrastructure in place, two open pits and isprogressing towards production in 2020 to process ore at name platecapacity of 2 million tonnes per annum.
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 thisrelease.
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