(TheNewswire)
Vancouver, B C - TheNewswire - March 24, 2023 - Viva Gold Corp. ("Viva Gold" or the“Company”) (TSXV:VAU) is pleased to announcethat it has completed the non-brokered private placement (the"Offering") described in its news release of February 27,2023. In connection with the closing of the Offering, the Companyissued an aggregate of 14,925,731 units (the "Units") at aprice of CDN$0.14 per Unit for gross proceeds of CDN$2,089,602. EachUnit consists of one common share in the capital of the Company (a“Share”) and one whole non-transferable common share purchasewarrant (a “Warrant”). Each whole Warrant is exercisable toacquire one Share at an exercise price of CDN$0.23 per Share untilMarch 24, 2026 which is 36 months from the date of issuance.
Viva Gold plans to allocate the net proceeds of theOffering principally towards drilling operations and completion ofadditional technical and environmental baseline studies at its TonopahGold Project (“Tonopah”), and secondarily for general workingcapital purposes.
“ Thisfinancing will allow Viva to rapidly commence drilling at Tonopah witha program designed to follow up on our successful 2022 drillingprograms. Both infill and step out drilling will be conducted with afocus on both increasing and upgrading the existing gold resourcebase. This funding will also allow us to move forward with ourenvironmental baseline study programs at the site and complete anupdated resource estimate and preliminary economic assessment for theproject ,” stated James Hesketh, President andCEO .
Insiders of the Company acquired an aggregate of7,224,302 Units in the Offering, which participation constituted a"related party transaction" as defined under MultilateralInstrument 61-101 Protection of Minority Security Holders in SpecialTransactions (“MI 61-101”). Such participation is exempt from theformal valuation and minority shareholder approval requirements of MI61-101 as neither the fair market value of the Units acquired by theinsiders, nor the consideration for the Units paid by such insiders,exceed 25% of the Company's market capitalization. As required by MI61-101, the Company advises that it expects to file a material changereport relating to the Offering less than 21 days before completion ofthe Offering, which is necessary to complete the Offering in anexpeditious manner and is reasonable in the circumstances.
The Company will pay aggregate finder’s fees ofCDN$19,962.60 and 135,590 Share purchase warrants (the “Finder’sWarrants”) in connection with subscriptions from subscribersintroduced to the Offering by Canaccord Genuity Corp and HaywoodSecurities Inc. Each Finder’s Warrant is exercisable to acquire oneShare in the capital of the Company at an exercise price of CDN$0.14per Share until March 24, 2026, which is 36 months from the date ofissuance.
The Offering remains subject to final approval of theTSX Venture Exchange.
The securities issued under the Offering, and anyShares that may be issuable on exercise of any such securities, willbe subject to a statutory hold period expiring four months and one dayfrom the date of issuance of such securities.
About Viva Gold
Viva Gold Corp holds 100% of Tonopah, located on theworld class Walker Lane mineral trend in western Nevada, approximately30 minutes’ drive southeast of the Kinross Round Mountain mine and20 minutes’ drive from the Town of Tonopah. Prior to its 2022drilling program, Tonopah had a measured and indicated contained mineral gold resource of 394,000 ounces at a goldgrade of 0.78 grams/tonne and 206,000 ounces of Inferred resource at0.87 grams/tonne. Work is underway to add 22 additional dill-holesdrilled in 2022 with exceptionally positive results to the resourcebase. The gold resource at Tonopah is generally well oxidized and isamenable to both heap leach and leach mill processing for goldrecovery. The project enjoys exceptional infrastructure with pavedroad access and nearby commercially available water and grid electricpower. Viva has worked with its regulators to significantly advancedits environmental, social and technical baseline study work at Tonopahto support future environmental and project development permittingrequirements. These efforts demonstrate our focus and commitment tode-risk and add value to the Tonopah project as it is advanced tofeasibility study and permitting.
Viva Gold trades on the TSX Venture exchange “VAU”,on the OTCQB "VAUCF" and on the Frankfurt exchange"7PB". Viva has a tight capital structure with 91.8 millionshares outstanding and a strong management team and board with bothgold exploration and production experience. Viva is building marketawareness as the Company advances the Tonopah Gold Project. Foradditional information on Viva Gold and the Tonopah Gold Project,please visit our website: https://vivagoldcorp.com/ .
James Hesketh, MMSA-QP, has approved the scientific andtechnical disclosure contained in this press release.
Mr. Hesketh is not independent of the Company; he is anOfficer and Director.
Neither the TSX Venture Exchange nor its RegulationServices Provider (as the term is defined in the policies of the TSXVenture Exchange) accepts responsibility for the adequacy of this newsrelease.
This news release does not constitute an offer to sellor a solicitation of an offer to buy any of the securities in theUnited States. The securities have not been and will not be registeredunder the United States Securities Act of 1933, as amended (the"U.S. Securities Act"), or any state securities laws and maynot be offered or sold within the United States or to U.S. Personsunless registered under the U.S. Securities Act and applicable statesecurities laws or an exemption from such registration isavailable.
For further information please contact:
James Hesketh, President &CEO
(720) 291-1775
Graham Farrell, Harbor Access
(416) 842-9003
Graham.Farrell@harbor-access.com
Cautionary Statement RegardingForward-Looking Information
Certain information contained in this news releaseconstitutes “forward-looking information” or “forward-lookingstatements” (collectively, “forward- looking information”).Without limiting the foregoing, such forward-looking informationincludes statements regarding the process and completion of theOffering, the use of proceeds of the Offering and any statementsregarding the Company’s business plans, expectations and objectives.In this news release, words such as “may”, “would”,“could”, “will”, “likely”, “believe”, “expect”,“anticipate”, “intend”, “plan”, “estimate” and similarwords and the negative form thereof are used to identifyforward-looking information. Forward-looking information should not beread as guarantees of future performance or results, and will notnecessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved.Forward-looking information is based on information available at thetime and/or the Company management’s good faith belief with respectto future events and is subject to known or unknown risks,uncertainties, assumptions and other unpredictable factors, many ofwhich are beyond the Company’s control. For additional informationwith respect to these and other factors and assumptions underlying theforward-looking information made in this news release, see theCompany’s most recent Management’s Discussion and Analysis andfinancial statements and other documents filed by the Company with theCanadian securities commissions and the discussion of risk factors setout therein. Such documents are available at www.sedar.com under the Company’s profile and on the Company’s website, https://vivagoldcorp.com/ . The forward-looking information setforth herein reflects the Company’s expectations as at the date ofthis news release and is subject to change after such date. TheCompany disclaims any intention or obligation to update or revise anyforward-looking information, whether as a result of new information,future events or otherwise, other than as required by law.
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