Vancouver, British Columbia--(Newsfile Corp. - November 27, 2023) - West Oak Gold Corp. (CSE: WO) (the "Company") is pleased to announce a non-brokered private placement financing (the "Offering") of up to 6,410,000 units of the Company ("Units") at a price per Unit of C$0.05 for aggregate gross proceeds of up to approximately C$320,500. Each Unit shall consist of one common share in the capital of the Company (a "Common Share") and one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant shall be exercisable to acquire one additional common share in the capital of the Company at an exercise price of C$0.05 for a term of three years from the date of issuance thereof.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), up to 3,206,250 Units issuable pursuant to the Offering (the "LIFE Offering") will be offered for sale to purchasers resident in each of the provinces of Canada (other than Quebec) and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 (the "Listed Issuer Financing Exemption"). The Company will issue the remaining Units under the Offering to purchasers in accordance with other prospectus exemptions available under NI 45-106. The securities issued under pursuant to the Listed Issuer Financing Exemption will not be subject to a hold period pursuant to applicable Canadian securities laws.
There is an offering document related to the LIFE Offering that can be accessed under the Company's profile at www.sedarplus.ca and on the Company's website at www.westoakgold.com. Prospective investors should read this offering document before making an investment decision.
The Company may engage one or more agents or finders in connection with the Offering and may pay such parties fees as may be agreed between the Company and such parties.
The Company intends to use the net proceeds of the Offering for general working capital and corporate expenses.
The closing of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals and the submission of all required forms to the Canadian Securities Exchange.
Subject to, and concurrent with, the closing of the Offering, the Company anticipates that Paul Reynolds and Kevin Dodds will resign as directors, and that Morgan Good and Adrian Smith will be appointed to replace them as directors of the Company.
The securities of the Company have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there by any sale of the securities referenced in this press release, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About West Oak
West Oak is focused on gold exploration in Canada. It is currently actively exploring the Hedge Hog gold project located 15km north of the town of Wells in the Caribou Mining Division of central British Columbia. Investors are encouraged to review West Oak's prospectus and the technical report for the Hedge Hog Property available at www.sedarplus.ca. Management and the board of directors of West Oak currently consists of Paul John (Chief Executive Officer and director), Paul Reynolds (director), Kevin Dodds (director) and Robert Doyle (Chief Financial Officer).
On behalf of the board of directors of the Company
"Paul John"
Paul John
Chief Executive Officer and Director
West Oak Gold Corp.
Website: www.westoakgold.com
T: 778-874-6619
E: paul.j48@telus.net
Cautionary Statement Regarding Forward Looking Information
This news release contains forward looking information or statements within the meaning of applicable securities laws, which may include, without limitation, statements relating to the terms and completion of the Offering, the use of proceeds of the Offering, the receipt of regulatory and stock exchange approval in respect of the Offering, the technical, financial, and business prospects of the Company, its assets and other matters. All statements in this news release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward looking information or statements. Although the Company believes the expectations expressed in such forward-looking information or statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking information or statements. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which the Company will operate in the future, the ability to achieve its goals, expected costs and timelines to achieve the Company's goals, that general business and economic conditions will not change in a material adverse manner, and that financing will be available if and when needed and on reasonable terms. Such forward looking information or statements reflects the Company's views with respect to future events and is subject to risks, uncertainties and assumptions, including the risks and uncertainties included in in documents filed under the Company's profile on SEDAR+ at www.sedarplus.ca. While such estimates and assumptions are considered reasonable by the management of the Company, they are inherently subject to significant business, economic, competitive, and regulatory uncertainties and risks. Factors that could cause actual results to differ materially from those in forward looking information or statements include, but are not limited to, the ability of the Company to complete the Offering on the terms described herein, including obtaining the requisite regulatory and stock exchange approvals, continued availability of capital and financing and general economic, market or business conditions, failure to compete effectively with competitors, failure to maintain or obtain all necessary permits, approvals and authorizations, failure to comply with applicable laws, including environmental laws, risks relating to unanticipated operational difficulties. The Company does not undertake to update forward looking statements or forward-looking information, except as required by law.
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