(TheNewswire)
Non-Brokered Private Placement
Vancouver, British Columbia / January 21, 2019 - Canamex Gold Corp. (the “Company” or “Canamex”) (CSE: CSQ) announces that it has launched a non-brokered private
placement to accredited investors, of GOLDUSA (“GOLDUSA”)
Ethereum ERC20 Tokens via a Security Token Offering (“STO”). Further general details of this offering are as
follows:
-
- GOLDUSA Tokens offered at about
30% discount to the current spot gold price
- Exposure to gold-backed ERC20 crypto-tokens on the
Ethereum blockchain
- Each token is an interest in 1/200 oz gold at
offer price of $US 4.50 per token
- This is about 30% discount to $US
6.50 value per token, based on $US 1300/oz gold
price
- Minimum subscription: 500 GOLDUSA Tokens or $US 2,250
- Purchase methods accepted: $USD or $CAD fiat, Ethereum (ETH)
or Bitcoin (BTC)
- For GOLDUSA whitepaper and other information refer to:
https://canamexgold.com/sto/
- For online subscription refer to: https://ezclosing.ca/private-placements/canamex-goldusa/
SILVERUSA
In addition, further to the Company’s news release of October 3rd, 2018, the non-brokered private placement to accredited investors of
SILVERUSA (“SILVERUSA”) Ethereum ERC20 Tokens via a Security
Token Offering (“STO”), remains open to subscription. Further general details of this
offering are as follows:
-
- SILVERUSA Tokens offered at about 35%
discount to the current spot silver price- - Exposure to
silver-backed ERC20 crypto-tokens on the Ethereum blockchain
- Each token is an interest in 1/2 oz silver at offer
price of $US 5.00 per token
- This is about 35% discount to $US
7.80 value per token, based on $US 15.60/oz silver spot price
- Minimum subscription: 500 SILVERUSA Tokens or $US 2,500
- Purchase methods accepted: $USD or $CAD fiat, Ethereum (ETH)
or Bitcoin (BTC)
- For SILVERUSA whitepaper and other information refer to:
https://canamexgold.com/sto/
- For online subscription refer to: https://ezclosing.ca/private-placements/canamex-silverusa/
Other Considerations
The Company reserves the right to increase the subscription offer price, if gold or
silver prices increase during the offer period. It is anticipated that these
STOs will provide additional financing to complete mine permitting and development work, to a
shovel-ready stage (production decision and construction financing), at the Bruner Gold and Silver Project in Nevada.
The amount being targeted by the Company for these offerings is up to $US 10 million.
The risks associated with the issuance of the GOLDUSA and
SILVERUSA tokens is summarized below.
Risk Disclosures
Equity Interest
The GOLDUSA tokens do not give the GOLDUSA token holder any equity or other interest in the Company equivalent
to a holder of common shares including, for greater certainty, a right to participate in the profits or the distribution of assets
of the Company, nor any voting rights in any meeting of the security holders of the Company. A holder of a GOLDUSA token is only
entitled to delivery of gold, on request, pursuant to the terms of the GOLDUSA token offering. The Company will receive cash
for this GOLDUSA token offering, and will have an obligation to meet gold delivery requests, but only after
commercial production is achieved.
The Bruner Gold Project
As the Company is still in the development phase with its Bruner Gold Project, in Nevada, it has yet to produce any
gold or other resources. The Company has not yet made a production decision, and is raising capital to advance the project through
permitting and feasibility, the results of which are anticipated to support a production decision upon completion. Whilst the 2018
updated PEA is positive, and recommends advancing the project through permitting and feasibility, it is based upon mineral
resources only, and not mineral reserves. The results of a feasibility study may differ from the results of the PEA. Therefore, a
GOLDUSA token linked to the production of such mineral resources is speculative, as there is no definitive time horizon in which
commercial production of such resources could commence; given that there is no definitive feasibility study demonstrating economic
production.
Equity Holders
The GOLDUSA token effectively will be a long-term royalty interest on the Bruner Gold Project, which will require the
delivery of gold if or when commercial production is achieved. Holders or potential purchasers of common shares of the Company
should be aware that a GOLDUSA token holder will receive gold, if or when commercial production is achieved and after redemptions
of gold are satisfied, the Company could sell any remaining resources available.
Accounting
Companies continue to look to alternative sources of finance and creative deal structures for growth and funding.
These have included joint arrangements, divestments, mergers, streaming, royalty deals and offtake-linked pre-financing. New
investment vehicles have emerged in this alternative finance space to take advantage of investor demand for commodity exposures and
the companies’ demand for funding. Alternative finance, by its nature innovative and deal specific, does not find a natural ‘home’
in the IFRS accounting standards. Each arrangement is unique and there is no ‘one size fits all’. There is no ‘industry guidance’
in IFRS that sets out the accounting for these structures. The legal form of the GOLDUSA token offering is a contract to buy a
non-financial item, the specified commodity, which in this case is gold. Contracts to buy or sell non-financial items are normally
considered executory contracts and are outside the scope of the financial instruments guidance.
The settlement is in gold bullion, but is contingent on successful commercial production from the Bruner Gold
project, and there is no compensation if development is unsuccessful. Therefore, this is like a royalty model, but different in
that there is no percentage of production acquired via a royalty arrangement, but a fixed volume of production that is acquired,
via the GOLDUSA tokens. A GOLDUSA token holder’s right to delivery is dependent on successful development of the mine and
extraction of minerals specific to the property, like a royalty.
The Company in such an arrangement does not record an obligation for future payments. Since there is no unconditional
obligation to deliver cash or other monetary payment, no financial obligation arises.
The Company can be deemed to sell a proportion of resources, because a defined quantity of resources will be
transferred to the GOLDUSA token holder from the Bruner Gold project. Settlement is based on gold bullion delivery and not net
income, so the GOLDUSA token holder’s entitlement basically represents a portion of volume of production.
A GOLDUSA token holder has no contractual right to enforce development of the mine. A GOLDUSA token holder has no
contractual rights if the other party fails to develop the mine and does not start production. Therefore, the GOLDUSA token holder
is exposed to risks that would not be typical in a financial instrument.
The value of the GOLDUSA tokens relates directly to the value of gold, and fluctuations in the price of gold could
materially affect an investment in the GOLDUSA tokens
Even if the GOLDUSA tokens are held for the long-term, that may not result in a profit, since gold markets have
historically experienced extended periods of flat or declining prices, in addition to sharp fluctuations. In addition, there is no
assurance that gold will maintain its long- term value in terms of purchasing power. If the price of gold declines, the Company
expects the value of the GOLDUSA tokens to decline.
Gold bullion is traded internationally and its price is generally quoted in U.S. dollars. The price of the GOLDUSA
tokens will depend on, and typically fluctuate with, the price fluctuations of gold. The price of gold may be affected at any time
by many international, economic, monetary and political factors, many of which are unpredictable.
Changing tax, royalty, land and mineral ownership and leasing regulations in gold producing countries can have an
impact on market functions and expectations for future gold supply. This can affect both share prices of gold mining companies and
the relative prices of other commodities, which are competitive factors that may affect investor decisions in respect of investing
in gold and the GOLDUSA tokens.
Prospective purchasers need to independently determine the suitability of investing in
GOLDUSA tokens
Prospective purchasers should determine whether an investment in GOLDUSA tokens is appropriate in their circumstances
and should consult with their legal, business and tax advisors in evaluating the consequences of an investment in the GOLDUSA
tokens. An investment in GOLDUSA tokens is only suitable for investors who: (i) have the requisite knowledge and experience in
financial and business matters to evaluate the merits and risks of an investment in GOLDUSA tokens; (ii) have access to, and
knowledge of, appropriate analytical tools to evaluate such merits and risks in the context of their financial situation; and (iii)
can bear the potential economic risks of any investment in the GOLDUSA tokens.
About Canamex Gold Corp.
Canamex Gold Corp. is a public listed company registered in British Columbia, Canada, trading on the
Canadian Securities Exchange (CSE), and is engaged in pre-development of the Bruner gold and silver project in the prolific gold
jurisdiction of Nye County, Nevada. The region is home to several producing and past-producing mines along the Walker Lane Trend.
Canamex completed a positive Preliminary Economic Assessment (PEA) on the Bruner project in 2016. Based on additional
drilling conducted on the property, the company completed an updated PEA in 2018, which increased the resources and improved the
economics of the project. Canamex is now moving the Bruner project forward into permitting and development on the
strength of this positive updated PEA. The second asset is the Silverton property, a gold exploration project, in Nevada, which has
geological similarities to the Long Canyon deposit in Nevada, being mined by Newmont Mining. The Company has signed an agreement
with Harmonychain AS, for Ethereum blockchain cryptographic security tokens, asset backed by gold and silver royalties and metal
streams, as an alternative means of raising capital, potentially without equity dilution. The agreement secures the exclusive
rights to various Ethereum cryptographic token domain names and ticker codes, for gold and silver. The rights also extend to
patents pending and trademarks associated with these security token financing models. Canamex has signed
an MOU with Malta Digital Exchange, to collaborate on the possibility of listing GOLDUSA and SILVERUSA security tokens on a
secondary market. Further information is available at https://canamexgold.com
ON BEHALF OF THE BOARD
David Vincent
CEO and Director
david.vincent@canamexgold.com
Mike Stark
Chairman of the Board
604.833.4278
mike.stark@canamexgold.com
The Canadian Securities Exchange accepts no responsibility for the adequacy or accuracy of this
release.
The securities referred to in this news release have not been, nor will they be, registered under the United States
Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit
of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements.
This news release does not constitute an offer for sale of securities for sale, nor a
solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means
of a prospectus containing detailed information about the company and management, as well as financial statements.
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