JD400
3 years ago
Announces Private Placement Of Units For Up To US$5 Million
Toronto, ON. – Further to its press release dated September 28, 2021, Otso Gold Corp.
(“Otso” or the “Company”), (TSX-V:OTSO) is pleased to announce a non-brokered private placement of up to 105,650,000 units (each, a "Unit") to Brunswick Gold Ltd ("BGL") at a price of $0.06 per Unit for aggregate proceeds of up to US$5,000,000 (the "Offering"). Each Unit will consist of one common share (each, a "Common Share") and one common share purchase warrant (each, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one Common Share at a price of $0.08 per share for a period of five years from the date of issuance.
All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation. Closing of the Offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including the TSX Venture Exchange. The net proceeds from the Offering will be used by the Company for ramping up towards full commercial production of the Otso Gold Mine and for general working capital.
The Offering is considered a ‘related party transaction’ within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on exemptions from the formal valuation and majority of minority approval requirements in sections 5.5(b) and 5.7(a) of MI 61-101 in respect to completing the Offering, as the fair market value of BGL's participation will not be more than 25% of the Company's market capitalization.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this news release in the United States. Such 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, accordingly, may not be offered or sold within the United States, or to or for the account or benefit of persons in the United States or "U.S. Persons", as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.
For further information, please contact:
Clyde Wesson
Vice President
1 917 287 0716
info@otsogold.com
https://www.otsogold.com/post/otso-gold-executes-mining-contract-for-the-restart-of-production-in-september
JD400
3 years ago
Otso Gold Executes Mining Contract For The Restart Of Production In September
Toronto, ON. – Otso Gold Corp. (“Otso” or the “Company”), (TSX.V:OTSO) is pleased to announce the execution today of its mining contract (the ‘Agreement’) with E Hartikainen Oy. (‘Hartikainen’). The Agreement is for the provision of all mining services at the Otso Gold Mine for a term of 3 years. Machinery for mining has begun to be mobilized to site in advance of the start of mining next month.
Brian Wesson stated “The Company is pleased to have partnered with Hartikainen at the Otso Gold Mine and looks forward to working together. The execution of the mining contract is an important milestone towards the start of production next month”.
Arto Hartikainen, managing director of Hartikainen stated “We are very happy with Otso Gold Mine’s partnership and we are starting preparation work right away. Safety, quality and productivity will play a key role in the development of our services at the Otso Gold Mine’.
About Hartikainen
Hartikainen is one of Finland's largest mining and construction contractors and employs over 460 people around locations in Finland. 50 Decades of experience in contracting and trust in the Company's operations have enabled the Company to get significant projects at national level. Skilled personnel, strong- and robust equipment and reliable partnerships are the key to the success of the Company. E. Hartikainen Oy operates in Finnish mines where production is running 24/7/365 with over 250 devices.
E. Hartikainen Oy is known for the Company’s high quality and efficient operations optimizing customer's production and productivity in safe manner.
“Brian Wesson”
President and CEO
Otso Gold Corp.
For further information, please contact:
Clyde Wesson
Vice President
1 917 287-0716
info@otsogold.com
www.otsogold.com
The technical disclosure in this news release has been reviewed and approved by Gregory B. Sparks P.Eng a Qualified Person as defined by National Instrument 43-101.
Caution
The Company cautions that it has not defined or delineated any proven or probable reserves for the Otso Mine Project and mineralization estimates may therefore require adjustment or downward revision based upon further exploration or development work or actual production experience. Mineral resources that are not mineral reserves do not have demonstrated economic viability.
The Company also cautions that the decision by the Company to proceed to develop the Osto Mine Project and extract mineralization proceeded without the Company first establishing reserves supported by a technical report and completing a pre-feasibility or feasibility study. Accordingly, there is a higher risk of technical and economic failure at Osto because development proceeded without first establishing reserves supported by a technical report and completing a feasibility study. This is particularly relevant as the Company has proceeded with development at Osto on indicated and inferred resources without first completing a preliminary economic report.
About the Company
Otso Gold Corp. wholly owns the Otso Gold Mine near the town of Raahe in Finland. The
Otso Gold Mine is fully built, fully permitted, has all infrastructure in place, two open pits
and is progressing towards a restart at 2 million tonnes per annum throughput.
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.
https://www.otsogold.com/post/otso-gold-executes-mining-contract-for-the-restart-of-production-in-september
JD400
3 years ago
Otso Completes US$11 Million Strategic Investment And Begins To Move To Production
Feb 8 2021
Toronto, ON. – Otso Gold Corp. (“Otso” or the “Company”), (TSX.V:OTSO) is pleased to announce that it has now closed its previously announced arm’s length financing with Brunswick Gold Ltd (“Brunswick Gold”) for a strategic investment of US$11 million in the Company (the “Financing”). Pursuant to the Financing, Brunswick Gold was issued 284,944,440 units (each, a “Unit”), at an issuance price equal to $0.05 per Unit. 25,904,020 of such Units were used to settle the principal on the US$1 million unsecured loan (the “Loan”) owed to Brunswick Gold.
The net proceeds from the Financing after repayment of the Loan will fund the Company to enable it to restart its detailed directional diamond drilling program to inform a robust geological model, updated technical report, detailed mine plan as well as upgrades on site to underpin the previously announced return to production.
Details of Financing
As previously announced, the Financing was based on a CDN$ / US$ exchange rate of $1.29520 and was approved by the Company’s shareholders at the annual and special meeting (the “Meeting”) of shareholders held on January 20, 2021.
Each Unit consists of one common share in the capital of the Company (each, a “Common Share”) and one Common Share purchase warrant (each, a “Warrant”). Each Warrant will entitle the Brunswick Gold to purchase one Common Share at an exercise price equal to $0.05 per Warrant for a period of five years from the date of issuance.
As described in the management information circular prepared in connection with the Meeting and as provided pursuant to the terms of an investor rights agreement dated December 13, 2020, the Company’s board of directors (the “Board”) now consists of seven directors – namely Brian Wesson, Clyde Wesson, Yvette Harrison and four new nominees from Bruswick Gold (namely Vladimir Lelekov, Nicolas Pascault, Victor Koshkin and Martin Smith). Additionally, Mr. Vladimir Lelekov has been appointed as Chairperson of the Board. To facilitate the incoming Board members, Mr. Christopher Towsey resigned as a director of the Company and will remain as a consultant to Otso.
As also previously announced and as set out in the management information circular, on closing of the Financing, B&A Wesson Pty Ltd (“B&A”) and C&C Wesson Pty Ltd (“C&C”) were issued (in aggregate) 32,380,050 “top-up” Common Shares and PFL Raahe Holdings LP (“PFL”) was issued 31,909,280 “top-up” Common Shares. Accordingly, as a result of the Financing, on a non-diluted basis, Brunswick Gold now owns 46.03% of the Common Shares; PFL now owns 12.79% of the Common Shares and each of B&A and C&C now own 6.69% of the Common Shares.
In connection with the 31,909,280 Common Shares issued to PFL on closing, such issuance fully settles the Company’s outstanding debt to PFL in the amount of US$1,231,826.21.
All securities issued pursuant to the Financing are subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable Canadian securities legislation.
For further information, please contact:
Clyde Wesson
Vice President
1 917 287 0716
info@otsogold.com
www.otsogold.com
Caution
The Company cautions that it has not defined or delineated any proven or probable reserves for the Otso Mine Project and mineralization estimates may therefore require adjustment or downward revision based upon further exploration or development work or actual production experience. Mineral resources that are not mineral reserves do not have demonstrated economic viability.
The Company also cautions that the decision by the Company to proceed to develop the Otso Mine Project and extract mineralization proceeded without the Company first establishing reserves supported by a technical report and completing a pre-feasibility or feasibility study. Accordingly, there is a higher risk of technical and economic failure at Otso because development proceeded without first establishing reserves supported by a technical report and completing a feasibility study. This is particularly relevant as the Company has proceeded with development at Otso on indicated and inferred resources without first completing a preliminary economic report.
Forward-looking Statements
This press release contains forward-looking statements regarding the Company based on current expectations andassumptions of management, which involve known and unknown risks and uncertainties associated with our business and the economic environment in which the business operates. All such statements are forward-looking statements under applicable Canadian securities legislation. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. By their nature, forward-looking statements require us to make assumptions and are subject to inherent risks and uncertainties. We caution our readers of this press release not to place undue reliance on our forward-lookingstatements as a number of factors could cause actual results or conditions to differ materially from current expectations. Please refer to the risks set forth in the Company's continuous disclosure documents that can be found on SEDAR (www.sedar.com) under the Company’s issuer profile. The Company does not intend, and disclaims any obligation, except as required by law, to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
About the Company
Otso Gold Corp. wholly owns the Otso Gold Mine near the town of Raahe in Finland. The Otso Gold Mine is developed, fully permitted, has all infrastructure in place, two open pits and is progressing towards production in 2021 to process ore at name plate capacity of 2 million tonnes per annum.
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.
https://www.otsogold.com/post/otso-completes-us-11-million-strategic-investment-and-begins-to-move-to-production
JD400
3 years ago
Acquisition of Shares of Otso Gold Corp. by PFL Raahe Holdings LP
November 17, 2020 (Dow Jones) Print
Acquisition of Shares of Otso Gold Corp. by PFL Raahe Holdings LP
Canada NewsWire
TORONTO, Nov. 17, 2020
TORONTO, Nov. 17, 2020 /CNW/ - This press release is being issued pursuant to National Instrument 62-103 -- The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in connection with the filing of an Early Warning Report regarding the acquisition of common shares of Otso Gold Corp. (the "Corporation"), an Alberta corporation with its securities trading on the TSX Venture Exchange under the symbol "OTSO" and having a head office located at 181 Bay Street, 27th Floor, PO Box 508, Toronto, Ontario, M5J 2S1, Canada.
On November 17, 2020, PFL Raahe Holdings LP ("Pandion"), of 40 King Street West, Suite 2100, Toronto, Ontario, M5H 3C2, acquired 8,496,320 common shares of the Corporation (representing the "Top-Up Right" in respect of common shares issuable to Pandion January 1, 2019 to the present as described below). The transaction occurred privately pursuant to a consent and agreement dated October 7, 2019 (the "Consent and Agreement"), which further amended a previously amended pre-paid gold forward agreement dated November 10, 2017 between the Corporation (then named Nordic Gold Corp.), its wholly-owned subsidiary at such time, Nordic Mines Marknad AB, and Pandion.
Pursuant to the Consent and Agreement, the liabilities formerly associated with the original pre-paid gold forward agreement were replaced with, among other things, the following:
1. A loan of US$23M to be repaid to Pandion in two instalments in full
settlement, bearing no interest. The first payment of US$11.5M is due on
April 7, 2021 with the second US$11.5M six months thereafter (October 7,
2021); and
2. US$1.56M in contingent consideration (the "Contingent Consideration")
payable in common shares of the Corporation upon the completion by the
Corporation of additional equity raises (the "Top-Up Right").
Specifically, the Corporation agreed that for each equity raise completed
by private placement, Pandion would subscribe for a pro-rata share (not
to exceed 19.9% per tranche) of any new equity raise and, in lieu of
paying cash for such subscription, Pandion agreed to convert a rateable
portion of its Contingent Consideration as its contribution in connection
with each equity raise.
Immediately prior to the acquisition, Pandion held, directly or indirectly, or exercised control or direction over, 38,754,785 (16.6%) common shares of the Corporation. After giving effect to the acquisition, Pandion acquired control and ownership over an aggregate 47,251,105 common shares of the Corporation, representing 19.5 % of the Corporation's issued and outstanding common shares.
Pandion acquired the securities for investment purposes. Pandion may acquire or dispose of additional securities of the Corporation in the future through the market, privately, or otherwise, as circumstances or market conditions warrant.
A copy of the Early Warning Report disclosing the transaction can be obtained on the Corporation's SEDAR profile at www.sedar.com or from Pandion at 40 King Street West, Suite 2100, Toronto, Ontario, M5H 3C2 or phone: (212) 822-9780.
SOURCE PFL Raahe Holdings LP
View original content: http://www.newswire.ca/en/releases/archive/November2020/17/c9362.html
/CONTACT:
40 King Street West, Suite 2100, Toronto, Ontario, M5H 3C2 or phone: (212) 822-9780
Copyright CNW Group 2020
(END) Dow Jones Newswires
November 17, 2020 08:23 ET (13:23 GMT)
JD400
3 years ago
$OTSO $FIEFI Gold CEO: Aiming to Restart the OTSO Gold Mine in April 2021
Looks like April
•Premiered Sep 21, 2020
Investing News
18.2K subscribers
Otso Gold Corp (TSXV:OTSO) CEO Brian Wesson recently joined the Investing News Network to discuss his company’s progress bringing the Otso #gold? #mine? back into production, including a four-phase redevelopment program aimed at bringing the project back online.
The Otso gold project is located in #Finland? between Helsinki and Lapland, providing the company with a fair climate from which to conduct exploration work. Wesson believes that Finland’s reputation as a mining jurisdiction is one of the many positives of the project. “We’re fully licensed in Finland, which is a great country for mining ranking number two in the world. Thirty percent of the population has a degree and we have a mining university up the road,” said Wesson. “Royalties in Finland are only .15 percent. We’ve done projects in probably 20 countries around the world and we have never seen royalties as low as .15 percent. The people are educated and the systems work. It’s one of the great places to operate in.”
According to Wesson, Otso Gold follows a unique strategy to its project acquisitions, focusing on projects that have seen significant investment that also offer the potential for development.
“We look for projects which have had money spent on them but have fallen by the wayside for some reason. They often have huge value to unlock, which is our greatest focus,” said Wesson. Otso Gold is currently focused on geological work on the property including drilling that is aimed at improving the company’s understanding of the property.
“We started a drilling program, we’ve done 1900 meters and we are sending about 570 assays off to the lab tomorrow morning, with another thousand to go. Once that is done we will start our drilling program again,” said Wesson. “We’re going to re-do the PEA with John T. Boyd out of Denver. His last PEA in 2018 put an NPV of $1700 gold with US$201 million on it including a 71.5 percent IRR. The PEA that is already out in the market shows it’s highly profitable, but we will update the PEA while looking at the mine plan.”
According to Wesson, Otso Gold is aiming to re-start the mine in April 2020 following the exploration work to be conducted on the property. Before Otso Gold is able to fully re-start the mine, the company intends to release a new PEA on the property that is expected to include the company’s latest drill results. “We’ve been busy doing the work, it’s an exciting time. We intend to get into production with over 90,000 ounces in April
.
.
...............”
JD400
3 years ago
Brunswick Gold Ltd Acquires Units of Otso Gold Corp.
Nouvelles fournies par
Brunswick Gold Ltd
Févr 09, 2021, 09:24 ET
Partager cet article
NICOSIA, Cyprus, Feb. 9, 2021 /CNW/ - This news release is issued by Brunswick Gold Ltd ("Brunswick Gold") pursuant to the early warning requirements of Canada's National Instrument 62-104 and National Instrument 62-103 with respect to common shares of Otso Gold Corp. (the "Issuer").
Brunswick Gold announces that it has completed an arm's length private placement financing with the Issuer for a strategic investment of US$11 million (the "Financing"). Pursuant to the Financing, Brunswick Gold was issued 284,944,440 units of the Issuer (each, a "Unit") at an issuance price equal to C$0.05 per Unit. Each Unit consisted of one common share (each, a "Common Share") and one Common Share purchase warrant (each, a "Warrant"). Each Warrant entitles Brunswick Gold to purchase one Common Share at an exercise price equal to C$0.05 per Warrant for a period of five (5) years from the date of issuance. 25,904,040 of the Units issued by the Issuer to Brunswick Gold were used to settle the principal amount of a previous US$1 million unsecured, non-convertible loan from Brunswick Gold to the Issuer. The Financing was based on a C$/US$ exchange rate of C$1.29520 and was approved by the Issuer's shareholders at an annual and special meeting of shareholders held on January 20, 2021.
Upon completion of the Financing, Brunswick Gold acquired beneficial ownership and control over 569,888,880 Common Shares (by virtue of its ownership and control of 284,944,440 Common Shares and 284,944,440 Warrants), representing approximately 46.03% of the issued and outstanding Common Shares on completion on a non-diluted basis and approximately 63.05% of the issued and outstanding Common Shares on a partially diluted basis, assuming the exercise of all of the Warrants beneficially owned and controlled by Brunswick Gold.
Brunswick Gold acquired the Common Shares and the Warrants for investment purposes. As described in the management information circular prepared by the Issuer in connection with the Meeting and as provided pursuant to the terms of an investor rights agreement entered into between the Issuer and Brunswick Gold, the Issuer's board of directors was reconstituted upon closing of the Financing to consist of the following seven directors: Brian Wesson, Clyde Wesson, Yvette Harrison and four nominees from Brunswick Gold (Vladimir Lelekov, Nicolas Pascault, Victor Koshkin and Martin Smith). Additionally, Mr. Vladimir Lelekov was appointed as Chairperson of the Board. The investor rights agreement also grants Brunswick Gold the right to designate a financial controller of the Issuer and certain other customary registration and pre-emptive subscription rights in respect of future sales of securities by the Issuer.
For further information and to obtain a copy of the early warning report filed under applicable Canadian provincial and territorial securities legislation in connection with the Transaction, please go to the Issuer's profile on the SEDAR website (www.sedar.com) or contact Andreas Orphanides at aorphanides@brunswickrail.com. Brunswick Gold has its registered office at 2-4 Arch Makarios III Avenue, Capital Center, 9th Floor, Nicosia 1065, Cyprus.
SOURCE Brunswick Gold Ltd
https://www.newswire.ca/fr/news-releases/brunswick-gold-ltd-acquires-units-of-otso-gold-corp--867852066.html
JD400
3 years ago
Otso Announces 30 Day Extension to Close the US$11 Million Strategic Investment by Brunswick Gold Ltd
Toronto, ON. - TheNewswire - January 22, 2021 – Otso Gold Corp. (“Otso” or the “Company”), (TSXV:OTSO) announces that it has obtained a 30 day extension from the TSX Venture Exchange (the “TSXV”) to close its US$11 million private placement of units (the “Financing”) to Brunswick Gold Ltd (“Brunswick Gold”). The TSXV’s initial conditional approval granted to Otso on December 21, 2020 required the Financing to close on or before January 28, 2021. In order to allow for the clearance of various personal information forms (“PIFs”) filed by the Brunswick Gold principals in connection with Brunswick Gold becoming a new “Control Person” of the Company (as such term is defined in the policies of the TSXV), the TSXV has extended the outside date to complete the Financing to February 22, 2021. Upon the clearance of such PIFs, the Company intends to complete the Financing as expeditiously as possible.
For further information, please contact:
Clyde Wesson
Vice President
1 917 287 0716
info@otsogold.com
www.otsogold.com
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