/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO
UNITED STATES NEWSWIRE SERVICES OR
FOR DISSEMINATION IN THE UNITED
STATES/
TSX-V: GBR
VANCOUVER, May 12, 2020 /CNW/ - Great Bear
Resources Ltd. (the "Company" or "Great Bear", TSX-V: GBR) is
pleased to announce that it has entered into an agreement with
Canaccord Genuity Corp. to act as lead underwriter of a syndicate
of underwriters (collectively, the "Underwriters"), pursuant to
which the Underwriters shall purchase 1,176,500 common shares that
qualify as "flow-through shares" of the Company for the purposes of
the Income Tax Act (Canada)
("Flow-Through Common Shares") at a price of C$17.00 per Flow-Through Common Share, on a
"bought deal" private placement basis, for aggregate gross proceeds
to the Company of approximately C$20.0
million (the "Offering"). The Company has also granted the
Underwriters an option to sell up to an additional 176,475
Flow-Through Common Shares at the offering price up to the Closing
Date.
The gross proceeds from the Offering will be used to incur
"Canadian exploration expenses" (within the meaning of the
Income Tax Act (Canada))
related to Great Bear's projects in Ontario. The Company will renounce these
expenses to the purchasers with an effective date of no later than
December 31, 2020.
The Offering is scheduled to close on or about June 2, 2020 and is subject to certain conditions
including, but not limited to, the receipt of all necessary
regulatory and other approvals including the approval of the TSX
Venture Exchange. The Flow-Through Common Shares will be
subject to a four month hold period from the date of closing of the
Offering.
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 Great Bear
Great Bear Resources Ltd. is a well-financed gold exploration
company managed by a team with a track record of success in mineral
exploration. Great Bear is focused in the prolific Red Lake gold district in northwest
Ontario, where the Company
controls over 300 km2 of highly prospective tenure
across 4 projects: the flagship Dixie Project (100% owned), the
Pakwash Property (earning a 100% interest), the Dedee Property
(earning a 100% interest), and the Sobel Property (earning a 100%
interest), all of which are accessible year-round through existing
roads.
ON BEHALF OF THE BOARD
"Chris Taylor"
Chris Taylor, President and
CEO
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 this release.
Cautionary note regarding forward-looking statements
This news release contains certain "forward
looking statements" and certain "forward-looking information" as
defined under applicable Canadian and U.S.
securities laws. Forward-looking statements and information can
generally be identified by the use of
forward-looking terminology such as "may", "will", "should",
"expect", "intend", "estimate", "anticipate",
"believe", "continue", "plans" or similar
terminology. The forward-looking information contained herein is
provided for the purpose of assisting readers in
understanding management's current expectations and plans relating
to the future. Readers are cautioned that such
information may not be appropriate for other purposes.
Forward-looking statements and information include, but are
not limited to, statements in respect of the proposed
Offering including the proposed use of proceeds, the closing date
of the Offering and receipt of regulatory and stock exchange
approvals.
Forward-looking information is subject to known and
unknown risks, uncertainties and other factors that may cause
the actual actions, events or results to be
materially different from those expressed or implied by such
forward-looking information, including but not
limited to: the requirement for regulatory approvals; enhanced
uncertainty in global financial markets as a result of the current
COVID-19 pandemic; unquantifiable risks related
to government actions and interventions; stock
market volatility; regulatory restrictions; and other related risks
and uncertainties.
Forward-looking information are based on management of the
parties' reasonable assumptions, estimates,
expectations, analyses and opinions, which are
based on such management's experience and perception of trends,
current conditions and expected developments,
and other factors that management believes are relevant and
reasonable in the circumstances, but which may
prove to be incorrect.
Great Bear undertakes no obligation to update forward-looking
information except as required by applicable law.
Such forward-looking information represents
management's best judgment based on information currently
available. No
forward-looking statement can be
guaranteed and actual future results may vary materially.
Accordingly, readers are advised not to place
undue reliance on forward-looking statements or information
SOURCE Great Bear Resources Ltd.