GFG Proclaims C$2.5 Million Movement-By means of Non-public Placement

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Revealed Apr 03, 2025 • 7 minute learn

SASKATOON, Saskatchewan, April 03, 2025 (GLOBE NEWSWIRE) — GFG Sources Inc. (TSXV: GFG) (OTCQB: GFGSF) (“GFG” or the “Firm”) broadcasts a non-public placement of premium flow-through items (“Premium Items“) to lift gross proceeds of as much as C$2.5 million (the “Providing”). As a part of the Providing, the Firm is happy to announce that Alamos Gold Inc. (TSX: AGI; NYSE: AGI) has dedicated to buy securities within the Providing to take care of their place at a ten.8% curiosity within the Firm upon completion of the Providing.

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Brian Skanderbeg, President and CEO of GFG commented, “With the assist of our largest shareholder, the present financing allows us to step-up our exploration efforts and leverage cost-effective flow-through capital. Upon completion of this financing, GFG might be in a really robust monetary place, permitting us to proceed to capitalize on alternatives and construct worth for our shareholders.”

The Providing will encompass the issuance of as much as 9,201,325 Premium Items at a value of C$0.2717 per Premium Unit. Every Premium Unit shall consist of 1 frequent share of the Firm and one-half of 1 share buy warrant, with every complete share buy warrant (a “Warrant”) entitling the holder thereof to amass one extra frequent share of the Firm at an train value of C$0.28 for a interval of 24 months from the date of issuance. Every of the frequent shares and Warrants comprising the Premium Items will qualify as a “flow-through share” for the needs of the Earnings Tax Act (Canada).

If throughout the train interval of the Warrants the closing value of the frequent shares of the Firm is at a value equal to or larger than C$0.42 for a interval of 10 consecutive buying and selling days, GFG may have the best to speed up the expiry date of the Warrants by giving discover, through a information launch, to the holders of the Warrants that the Warrants will expire on the date that’s 30 days after the issuance of mentioned information launch.

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The Providing is scheduled to shut on or about Could 2, 2025, and is topic to sure circumstances, together with, however not restricted to, the receipt of all essential approvals, together with the approval of the TSX Enterprise Alternate. The Firm might pay finder’s charges on a portion of the Providing of as much as 6% of the mixture gross proceeds raised. The finder’s charges shall be paid in accordance with relevant securities legal guidelines and the insurance policies of the TSX Enterprise Alternate.

Topic to compliance with relevant regulatory necessities and in accordance with Nationwide Instrument 45-106 – Prospectus Exemptions (“NI 45-106”), the Premium Items might be provided on the market to purchasers resident in Canada and/or different qualifying jurisdictions pursuant to (i) the “accredited investor” and different accessible exemptions underneath NI 45-106; and (ii) with respect to the sale of as much as 9,201,325 Premium Items, the Listed Issuer Financing Exemption underneath Half 5A of NI 45-106. Pursuant to the Listed Issuer Financing Exemption, the securities issued to subscribers is not going to be topic to a maintain interval pursuant to relevant Canadian securities legal guidelines. There may be an providing doc on Kind 45-106F19 associated to the portion of the Providing that’s being accomplished pursuant to the Listed Issuer Financing Exemption that may be accessed underneath the Firm’s profile at www.sedarplus.ca and on the Firm’s web site at www.gfgresources.com. Potential buyers ought to learn this providing doc earlier than investing choice.

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It’s anticipated that sure insiders of the Firm will purchase Premium Items underneath the Providing. Such participation might be thought-about to be a “associated celebration transaction” inside the that means of Multilateral Instrument 61-101-Safety of Minority Safety Holders in Particular Transactions (“MI 61-101”). The Firm intends to depend on the exemptions from the formal valuation and minority shareholder approval necessities of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of any associated celebration participation within the Providing as neither the truthful market worth (as decided underneath MI 61-101) of the subject material of, nor the truthful market worth of the consideration for, the transaction, insofar as it’ll contain events, is anticipated to exceed 25% of the Firm’s market capitalization (as decided underneath MI 61-101).

This information launch doesn’t represent a proposal to promote or the solicitation of a proposal to purchase, nor shall there be any sale of those securities, in any jurisdiction wherein such provide, solicitation or sale could be illegal previous to registration or qualification underneath the securities legal guidelines of such jurisdiction. The securities haven’t been and won’t be registered underneath the USA Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities legal guidelines, and might not be provided or bought inside the USA until an exemption from such registration is on the market.

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About GFG Sources Inc.

GFG is a North American treasured metals exploration firm centered on district scale gold initiatives in tier one mining jurisdictions. The Firm operates three gold initiatives, every internet hosting giant and extremely potential gold properties inside the prolific gold district of Timmins, Ontario, Canada. The initiatives have related geological settings that host many of the gold deposits discovered within the Timmins Gold Camp which have produced over 70 million ounces of gold.

For additional info, please contact:
Brian Skanderbeg, President & CEO
or
Marc Lepage, Vice President, Enterprise Improvement
Cellphone: (306) 931-0930
E-mail: information@gfgresources.com
Web site: www.gfgresources.com

Keep Related with Us
X (Twitter): @GFGResources
LinkedIn: https://www.linkedin.com/firm/gfgresources/
Fb: https://www.fb.com/GFGResourcesInc/

Neither TSX Enterprise Alternate nor its Regulation Companies Supplier (as that time period is outlined within the insurance policies of the TSX Enterprise Alternate) accepts accountability for the adequacy or accuracy of this launch.

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CAUTION REGARDING FORWARD-LOOKING INFORMATION

All statements, aside from statements of historic reality, contained on this information launch represent “forward-looking info” inside the that means of relevant Canadian securities legal guidelines and “forward-looking statements” inside the that means of the USA Non-public Securities Litigation Reform Act of 1995 (referred to herein as “forward-looking statements”). Ahead-looking statements embrace, however are usually not restricted to, the Firm’s future exploration plans with respect to its property pursuits and the timing thereof, the potential nature of the initiatives, future value of gold, success of exploration actions and metallurgical check work, allowing time strains, foreign money change price fluctuations, necessities for added capital, authorities regulation of exploration work, environmental dangers, unanticipated reclamation bills, title disputes or claims and limitations on insurance coverage protection. Usually, these forward-looking statements may be recognized by way of forward-looking terminology similar to “plans”, “expects” or “doesn’t anticipate”, “is anticipated”, “price range”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “doesn’t anticipate” or “believes”, or the unfavorable connotation thereof or variations of such phrases and phrases or state that sure actions, occasions or outcomes, “might”, “might”, “would”, “will”, “may” or “might be taken”, “happen” or “be achieved” or the unfavorable connotation thereof.

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All forward-looking statements are primarily based on numerous assumptions, together with, with out limitation, the expectations and beliefs of administration, the assumed long-term value of gold, that the Firm will obtain required permits and entry to floor rights, that the Firm can entry financing, applicable tools and enough labour, and that the political surroundings inside Canada will proceed to assist the event of mining initiatives. As well as, the similarity or proximity of different gold deposits to the Firm’s initiatives will not be essential indicative of the geological setting, alteration and mineralization of the Goldarm Property, the Pen Gold Undertaking and the Dore Gold Undertaking.

Ahead-looking statements are topic to identified and unknown dangers, uncertainties and different elements which will trigger the precise outcomes, stage of exercise, efficiency or achievements of GFG to be materially totally different from these expressed or implied by such forward-looking statements, together with however not restricted to: precise outcomes of present exploration actions; environmental dangers; future costs of gold; working dangers; accidents, labour points and different dangers of the mining business; availability of capital, delays in acquiring authorities approvals or financing; and different dangers and uncertainties. These dangers and uncertainties and the extra dangers described within the Firm’s most not too long ago filed annual and interim MD&A are usually not and shouldn’t be construed as being exhaustive.

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Though GFG has tried to establish necessary elements that might trigger precise outcomes to vary materially from these contained in forward-looking statements, there could also be different elements that trigger outcomes to not be as anticipated, estimated or meant. There may be no assurance that such statements will show to be correct, as precise outcomes and future occasions might differ materially from these anticipated in such statements. As well as, forward-looking statements are offered solely for the aim of offering details about administration’s present expectations and plans and permitting buyers and others to get a greater understanding of our working surroundings. Accordingly, readers mustn’t place undue reliance on forward-looking statements.

Ahead-looking statements on this information launch are made as of the date hereof and GFG assumes no obligation to replace any forward-looking statements, besides as required by relevant legal guidelines.