Vancouver, British Columbia--(Newsfile Corp. - November 13, 2024) - StrikePoint Gold Inc. (TSXV: SKP) (OTCQB: STKXF) ("StrikePoint" or the "Company") announces that further to its news releases dated October 1, 2024 and November 8, 2024, the TSX Venture Exchange ("TSXV") has granted the Company an extension to complete its previously announced non-brokered private placement of units of the Company (the "Units"), at a price of CAD $0.20 per Unit for gross proceeds of up to $3,000,000 (the "Financing"). The Company now has until November 27, 2024, to complete the Financing.
Each Unit consists of one common share (a "Common Share") and one Common Share purchase warrant (a "Warrant"), with each Warrant exercisable into one Common Share at an exercise price of $0.30 for a period of twenty-four (24) months from closing. The Warrants will be subject to an acceleration clause stipulating that should the Shares close on the TSXV at, or above, $0.40 for ten consecutive trading days, they will be called for exercise within 30 days of the Company providing notice by way of regular press release, or will expire.
The Company intends to use the proceeds from the Financing for exploration activities at its two Nevada-based projects, the Cuprite Gold Project and the newly-acquired Hercules Gold Project and for general working capital purposes.
Completion of the second tranche of the Financing remains subject to approval from the TSXV. Securities issued under any subsequent tranche(s) will be subject to a four month and one day hold period calculated from their date of closing.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States or to U.S. Persons (as that term is defined in Rule 902(k) of Regulation S), nor shall this press release be construed to constitute such an offer or solicitation in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the "1933 Act") or under any U.S. state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act, as amended, and applicable state securities laws.
ON BEHALF OF THE BOARD OF DIRECTORS OF STRIKEPOINT GOLD INC.
"Michael G. Allen"
Michael G. Allen
President, Chief Executive Officer & Director
Cautionary Statement on Forward Looking Information
Certain statements made and information contained herein may constitute "forward looking information" and "forward looking statements" within the meaning of applicable Canadian and United States securities legislation. These statements and information are based on facts currently available to the Company and there is no assurance that actual results will meet management's expectations. Forward-looking statements and information may be identified by such terms as "anticipates", "believes", "targets", "estimates", "plans", "expects", "may", "will", "speculates", "could" or "would". These forward looking statements or information relate to, among other things: the completion of the Financing, and the timing thereof; the intended use of proceeds from the Financing; the Company closing a second tranche of the Financing; and the receipt of all necessary approvals for the completion of the Financing, including the approval of the TSXV.
Such forward-looking information and statements are based on numerous assumptions, including among others, that the Company will complete the Financing on the terms as anticipated by management, that the Company will complete a second tranche of the Financing, that the Company will complete the Financing on or before November 27, 2024, and that the Company will receive all necessary approvals for the completion of the Financing, including the approval of the TSXV. Although the assumptions made by the Company in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.
All of the forward-looking statements made in this document are qualified by these cautionary statements. Important factors that could cause actual results to differ materially from the Company's plans or expectations include risks relating to the failure to complete the Financing in the timeframe and on the terms as anticipated by management, that the Company will be unable to close a second tranche of the Financing, market conditions, metal prices, and risks relating to the Company not receiving all necessary approvals for the completion of the Financing, including the approval of the TSXV. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated, forecast or intended and readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which may have been used. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking information. Accordingly, there can be no assurance that forward-looking information will prove to be accurate and forward-looking information is not a guarantee of future performance. Readers are advised not to place undue reliance on forward-looking information. The forward-looking information contained herein speaks only as of the date of this document. The Company disclaims any intention or obligation to update or revise forward-looking information or to explain any material difference between such and subsequent actual events, except as required by applicable law.
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.
Not For Distribution To U.S. News Wire Services Or Dissemination In The United States
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