/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO
U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
MONTRÉAL, March 4, 2021 /CNW
Telbec/ - MONARCH MINING
CORPORATION ("Monarch"
or the "Corporation") (TSX: GBAR) (OTCMKTS: GBARF)
is pleased to announce that it has closed the previously announced
bought deal private placement for aggregate gross proceeds of
approximately C$5,080,000
(the "Offering"). The Offering was conducted pursuant
to the terms and conditions of an underwriting agreement entered
into among the Corporation, Sprott Capital Partners LP and Stifel
GMP, as co-lead underwriters and joint bookrunners (collectively,
the "Underwriters"). The Offering consisted of the issuance
of (i) 857,143 flow-through common shares of the Corporation (the
"Quebec FT Shares") at a price of C$1.75 per Quebec FT Share, and (ii) 2,587,841
flow-through common shares of the Corporation (the "FT
Shares") at a price of C$1.38 per
FT Share.
Each Quebec FT Share will qualify as a "flow-through share"
(within the meaning of subsection 66(15) of the Income Tax
Act (Canada) and section 359.1
of the Taxation Act (Québec)) and each FT Share will qualify
as a "flow-through share" (within the meaning of subsection 66(15)
of the Income Tax Act (Canada).
The gross proceeds from the sale of the Quebec FT Shares and the
FT Shares will be used by the Corporation to incur eligible
"Canadian exploration expenses" that qualify as "flow-through
mining expenditures" as both terms are defined in the Income Tax
Act (Canada) (the
"Qualifying Expenditures") related to the Corporation's
eligible projects in Québec. The Qualifying Expenditures will be
renounced in favour of the subscribers with an effective date no
later than December 31, 2021.
As consideration for the services provided by the Underwriters
in connection with the Offering, the Underwriters received: (i) a
cash commission equal to 6% of the gross proceeds of the Offering;
and (ii) compensation options (the "Compensation Warrants")
equal to 6% of the number of securities sold under the Offering.
Each Compensation Warrant is exercisable to acquire one common
share of the Company, issued on a non-flow through basis (each, a
"Compensation Option Share") at a price of $1.38 per Compensation Option Share until
March 4, 2023.
The Offering remains subject to certain conditions, including,
but not limited to, the receipt of the final approval of the
Toronto Stock Exchange.
All securities issued pursuant to this Offering are subject to a
restricted hold period of four months and a day, ending on
July 5, 2021, under applicable
Canadian securities legislation.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in
the United States. The securities
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities
Act"), or any state securities laws and may not be offered or
sold within the United States or
to or for the account or benefit of a U.S. person (as defined in
Regulation S under the U.S. Securities Act) unless registered under
the U.S. Securities Act and applicable state securities laws or an
exemption from such registration is available.
About Monarch
Monarch Mining Corporation (TSX: GBAR) is a fully integrated mining
company that owns four advanced projects, including the fully
permitted past-producing Beaufor Mine, which has produced over 1
million ounces of gold over the last 30 years. Other advanced
assets include the Croinor Gold, McKenzie Break and Swanson properties, all located near
Monarch's wholly owned and fully
permitted Beacon 750 tpd mill. Monarch owns more than 260 km2
of mining assets in the prolific Abitibi mining camp that host
588,482 ounces of combined measured and indicated gold resources
and 329,393 ounces of combined inferred resources.
Cautionary Note Regarding Forward-Looking Information
The forward-looking statements in this press release involve
known and unknown risks, uncertainties and other factors that may
cause Monarch's actual results,
performance and achievements to be materially different from the
results, performance or achievements expressed or implied therein.
Neither TSX nor its Regulation Services Provider (as that term is
defined in the policies of the TSX) accepts responsibility for the
adequacy or accuracy of this press release. This
news release contains "forward-looking information" within the
meaning of the applicable Canadian securities legislation that is
based on expectations, estimates, projections and interpretations
as at the date of this news release. The information in this news
release about the transaction; and any other information herein
that is not a historical fact may be "forward-looking information".
Any statement that involves discussions with respect to
predictions, expectations, interpretations, beliefs, plans,
projections, objectives, assumptions, future events or performance
(often but not always using phrases such as "expects", or "does not
expect", "is expected", "interpreted", "management's view",
"anticipates" or "does not anticipate", "plans", "budget",
"scheduled", "forecasts", "estimates", "believes" or "intends" or
variations of such words and phrases or stating that certain
actions, events or results "may" or "could", "would", "might" or
"will" be taken to occur or be achieved) are not statements of
historical fact and may be forward-looking information and are
intended to identify forward-looking information. This
forward-looking information is based on reasonable assumptions and
estimates of management of the Corporation, at the time it was
made, involves known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or
achievements of the companies to be materially different from any
future results, performance or achievements expressed or implied by
such forward- looking information. Such factors include, among
others, risks relating to the completion of the Offering, the tax
treatment of the Quebec FT Shares and the FT Shares, TSX approval
and the Use of Proceeds. Although the forward-looking information
contained in this news release is based upon what management
believes, or believed at the time, to be reasonable assumptions,
the parties cannot assure shareholders and prospective purchasers
of securities that actual results will be consistent with such
forward-looking information, as there may be other factors that
cause results not to be as anticipated, estimated or intended, and
neither party nor any other person assumes responsibility for the
accuracy and completeness of any such forward-looking information.
Neither party undertakes, and assumes no obligation, to update or
revise any such forward-looking statements or forward-looking
information contained herein to reflect new events or
circumstances, except as may be required by law.
SOURCE Monarch Mining Corporation