Harte Gold Announces $6.0 Million Bought Deal Offering on Same Terms as Previously Announced July 16th Financing
TORONTO, September 11, 2019 – HARTE GOLD CORP. (“Harte Gold” or the “Company”) (TSX: HRT/FSE: H4O/OTC: HRTFF) is pleased to announce that it has entered into an agreement with Echelon Wealth Partners Inc. (” Echelon”), pursuant to which Echelon has agreed to purchase, on a bought deal basis, 20,000,000 flow-through common shares (the “Flow-Through Shares”) of the Company at a price of $0.30 per Flow-Through Share (the “Issue Price”) for gross proceeds of $6.0 million (the “Offering”).
The Offering will be conducted by Echelon as sole underwriter and bookrunner. The Company has granted Echelon an option to purchase up to an additional 15.0% of the Flow-Through Shares sold under the Offering at the Issue Price (the “Underwriters’ Option”). The Underwriters’ Option may be exercised in whole or in part to purchase Flow-Through Shares as determined by Echelon upon written notice to the Company at any time up to 48 hours prior to the closing date of the Offering.
The gross proceeds from the issuance of the Flow-Through Shares will be used for “Canadian exploration” expenses (“CEE ”), and will qualify as “flow-through mining expenditures” (the “Qualifying Expenditures”), as those terms are defined in the Income Tax Act (Canada), which will be renounced with an effective date no later than December 31, 2019 to the initial purchasers of the Flow-Through Shares (other than Echelon) in an aggregate amount not less than the gross proceeds raised from the issue of the Flow-Through Shares, and, if the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each initial purchaser (other than Echelon) for any additional taxes payable by such subscriber as a result of the Company’s failure to renounce the Qualifying Expenditures as agreed.
Harte has agreed to grant Echelon a cash commission equal to 5.0% of the gross proceeds of the Offering (including the Underwriters’ Option) and that number of broker warrants (“Broker Warrants”) equal to 5.0% of the number of Flow-Through Shares sold in the Offering (including the Underwriters’ Option), provided that such commissions shall be reduced to 3% in respect of any Flow-Through Shares sold to purchasers on the “President’s List”, such list not to exceed $2,000,000. Each Broker Warrant will be exercisable into one common share at a price equal to $0.30 per common share for a period of 18 months from the closing date of the Offering.
The Offering will be completed by way of a short form prospectus to be filed in each of the provinces of Canada, with the exception of the province of Quebec, by way of a private placement in the United States, and in those jurisdictions outside of Canada and the United States which are agreed to by the Company and the Underwriters, where the Flow-Through Shares can be issued on a private placement basis, exempt from any prospectus, registration or other similar requirements.
The Offering is expected to close on or about September 27, 2019, or such other date as the Company and Echelon may agree, and is subject to customary closing conditions, including the approval of the securities regulatory authorities and the TSX.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Harte Gold Corp.
Harte Gold is Ontario’s newest gold producer through its wholly owned Sugar Zone Mine in White River Ontario. Using a 3 g/t gold cut-off, the NI 43-101 compliant Mineral Resource Estimate dated February 19, 2019 contains an Indicated Mineral Resource of 4,243,000 tonnes grading 8.12 g/t Au with 1,108,000 ounces contained gold and an Inferred Mineral Resource of 2,954,000 tonnes, grading 5.88 g/t Au with 558,000 ounces contained gold.
A NI 43 -101 compliant Feasibility Study was completed on the Sugar Zone Mine effective February 15, 2019 calculating total Reserves of 3,879,000 tonnes grading 7.1 g/t Au with 890,000 ounces of gold. Exploration continues on the Sugar Zone Property, which encompasses 79,335 hectares covering a significant greenstone belt.
For further information, please contact:
Stephen G. Roman
Vice President, Corporate Development