Pelangio Exploration Arranges $50,000 Flow-Through Financing and Extends $675,000 Private Placement
This News Release is Intended for Distribution in Canada Only and is not Intended for Distribution to United States Newswire Services or Dissemination in the United States
TORONTO, ON / ACCESSWIRE / December12, 2018 / Pelangio Exploration Inc. (PX:TSX-V; OTC PINK:PGXPF) ("Pelangio" orthe "Company") ispleased to announce that it has arranged for a $50,000 Flow-Through Financingand that it has extended the closing of its non-brokered private placementannounced November 12, 2018 (the "Private Placement").
Flow-Through Financing
The Company intends to undertake anon-brokered flow-through private placement consisting of approximately 277,778flow-through shares (the "FT Shares ") at a price of $0.18 per share toraise gross proceeds of up to $50,000 (the "Offering").
The shares issued under the Offeringwill be subject to a four-month and one day hold period and will not be sold inthe United States. The Company will pay a cash finder's fee equal to 8% of theproceeds raised, and will issue non-transferable common share purchase warrants("Finder Warrants") of the Company equal to 8% of the number of common sharessold. Each Finder Warrant entitles the holder to purchase one common share ofthe Company at a price of $0.20 per share prior to two years from the initial closingdate.
Closing of the Offering is anticipatedto occur on or before December 31, 2018 and is subject to customary closingconditions including, but not limited to, receipt of applicable regulatoryapprovals, including approval of the TSX Venture Exchange.
The FT Shares will qualify as"flow-through shares" (within the meaning of the Income Tax Act (Canada)). Thegross proceeds of the Offering will be primarily used to incur qualifyingCanadian Exploration Expenses (the "Qualifying Expenses") on the Company'sDalton property strategically located approximately 1.5 kilometres south westof the historic Hollinger Gold Mine, near the city of Timmins, Ontario, or onthe other Ontario properties recently acquired with the acquisition of 2522962Ontario Inc. (5SD Capital). The Qualifying Expenses are to be incurred by nolater than December 31, 2019 for renunciation to investors in the Offeringeffective December 31, 2018.
Extension of Private Placement
The Company alsoannounces that it has extended the closing of its non-brokered privateplacement. The private placement will be for up to 4,500,000units of the Company at a price of $0.15 per unit for gross proceeds of up to$675,000 (the "Private Placement"), is on-going, and expected to completed onor before January 11, 2019. Each unit consists of one common share of theCompany (a "Common Share") and one Common Share purchase warrant ("Warrant").Each Warrant entitles the holder to purchase one Common Share at a price of$0.20 for a period of two years from the initial closing date of the PrivatePlacement.
Neither TSX Venture Exchange nor its RegulationServices Provider (as that term is defined in the policies of the TSX VentureExchange) accepts responsibility for the adequacy or accuracy of this release.
Thispress release shall not constitute an offer to sell or the solicitation of anoffer to buy, nor shall there be any sale of the securities in anyjurisdictions in which such offer, solicitation or sale would be unlawful. Anyoffering made will be pursuant to available prospectus exemptions andrestricted to persons to whom the securities may be sold in accordance with thelaws of such jurisdictions, and by persons permitted to sell the securities inaccordance with the laws of such jurisdictions.
About Pelangio
Pelangio successfully acquires andexplores camp-sized land packages in world-class gold belts. The Companyprimarily operates in Ghana, West Africa, an English-speaking, common lawjurisdiction that is consistently ranked amongst the most favourable miningjurisdictions in Africa. The Company is exploring three 100%-owned camp-sizedproperties: the 100 km2 Manfo Property, the site of seven recentnear-surface gold discoveries, the 264 km2 Obuasi Property, located4 km on strike and adjacent to AngloGold Ashanti's prolific high-grade ObuasiMine and the early-stage 159 km2 Akroma Properties, which includesthe Dormaa and Wamfie concessions.
For additional information, please visitour website at www.pelangio.com, follow us on Twitter @PelangioEx or contact:
Ingrid Hibbard, President and CEO
Tel: 905-336-3828 / Toll-free:1-877-746-1632 / Email: info@pelangio.com
ForwardLooking Statements
Certain statements herein may containforward-looking statements and forward-looking information within the meaningof applicable securities laws. Forward-looking statements or information appearin a number of places and can be identified by the use of words such as"plans", "expects" or "does not expect", "is expected", "budget", "scheduled","estimates", "forecasts", "intends", "anticipates" or "does not anticipate" or"believes" or variations of such words and phrases or statements that certainactions, events or results "may", "could", "would", "might" or "will" be taken,occur or be achieved. Forward-looking statements and information includestatements regarding the Private Placement generally, the proposed use ofproceeds and the Company's exploration plans. With respect to forward-lookingstatements and information contained herein, we have made numerous assumptions,including assumptions about our ability to close additional tranches of thePrivate Placement in a timely manner, if at all, and the state of the equitymarkets. Such forward-looking statements and information are subject to risks,uncertainties and other factors which may cause the Company's actual results,performance or achievements, or industry results, to be materially differentfrom any future results, performance or achievements expressed or implied bysuch forward-looking statement or information. Such risks include the abilityof the Company to meet the conditions of closing, our ability to conduct ourexploration programs as planned, our ability to spend the proceeds of theflow-through financing by December 31, 2019, and that the expenditure of theproceeds of the flow-through financing will not be considered Qualifying Expenses,changes in equity markets, share price volatility, volatility of global andlocal economic climate, gold price volatility, political developments in Ghana,increases in costs, exchange rate fluctuations, speculative nature of goldexploration and other risks involved in the gold exploration industry. See theCompany's annual and quarterly financial statements and management's discussionand analysis for additional information on risks and uncertainties relating tothe forward-looking statement and information. There can be no assurance that aforward-looking statement or information referenced herein will prove to beaccurate, as actual results and future events could differ materially fromthose anticipated in such statements or information. Also, many of the factorsare beyond the control of the Company. Accordingly, readers should not placeundue reliance on forward-looking statements or information. We undertake noobligation to reissue or update any forward-looking statements or informationexcept as required by law. All forward-looking statements and informationherein are qualified by this cautionary statement.
SOURCE: Pelangio Exploration Inc.