Why no NR yet
HARTE GOLD CORP.8 King Street East, Suite 1700Toronto, Ontario, M5C 1B5Tel: 416-368-0999Fax: 416-368-5146Harte Gold Announces $6.0 Million Bought Deal OfferingToronto –July16, 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-ThroughShares”) 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 “Over-Allotment Option”). The Over-Allotment 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 30 days following 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 Over-Allotment Option), which shall be payable on the closing date of the Offering and/orof the Over-Allotment Option, as applicable. Echelon shall also be granted broker warrants (“Broker Warrants”) equal to 5.0% of the number of Flow-Through Shares sold in the Offering (including the Over-Allotment Option). Each Broker Warrant will be exercisable into one common share at a price equal to $0.30 per common share for a period of 18months 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 thosejurisdictions 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 August 8, 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.