Atlantic Gold NL

Published : May 11th, 2016

Atlantic Gold Completes $13 Million Convertible Debenture Financing

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Atlantic Gold Completes $13 Million Convertible Debenture Financing

HSF comments on Spur announcement re: Acadian mining

NOT FOR DISSEMINATION INTO THE UNITED STATES OF AMERICA OR DISTRIBUTION TO U.S. NEWSWIRE SERVICES

ATLANTIC GOLD COMPLETES $13 MILLION CONVERTIBLE DEBENTURE FINANCING

All figures presented in Canadian Dollars, unless specified otherwise

May 11, 2016

Vancouver, British Columbia - Atlantic Gold Corporation (TSX-V: AGB) ("Atlantic" or the "Company") is pleased to announce the completion a non-brokered financing of $13 million (the "Financing") by way of issuance of convertible debentures (the "Debentures").

The terms of the Debenture are substantially the same as announced in a news release dated March 7, 2016. That is, the Debentures carry an interest rate of 8.5%, with the principal payment due on the later of (a) May 10, 2021 and (b) the date that is the earlier of (i) six months after the final maturity date of the Company's $115 million senior project loan facility ("PLF") and (ii) May 30, 2022. The principal amount of the Debentures are convertible into common shares of the Company at a conversion price of $0.60 per share, representing a 20% premium to the closing trading price of the common shares of Atlantic, prior to the date the Financing was originally announced. Accrued interest will also be convertible into common shares of the Company but at the market price of the shares at the time of conversion. The Company may prepay, with notice, all of the principal amount of this Debenture and all accrued and unpaid interest thereon at any time following May 10, 2018. The Debentures are convertible at any time, at the Subscriber's option, and are secured by way of a charge against all existing assets of the Company and its material subsidiaries, subordinated to the lenders of the PLF. Shares acquired on conversion will be subject to a four month hold period from the date of this announcement.

As a result of the completion of the Financing, Mr. Ryan Beedie, owner of Beedie Investments Ltd. has exercised his right (with approval from the board of directors of the Company) to join the board of directors of the Company effective immediately.

Ryan Beedie is the President of Beedie Development Group, a leader in industrial and residential real estate development in British Columbia. Ryan also supports multiple philanthropic causes, including, with his father Keith, establishing the Beedie School of Business at Simon Fraser University. Ryan is the recipient of a variety of awards and acknowledgements including the 2004 Business in Vancouver's '40 under 40', the Ernst & Young 2009 BC Entrepreneur of the Year Award, the Queen Elizabeth II Diamond Jubilee Medal in 2013 and Simon Fraser University's Corporate Impact Award in 2015. He completed his

undergraduate degree at Simon Fraser University, followed by an MBA at University of British Columbia.

On behalf of the Board of Directors, Steven Dean

Chairman and Chief Executive Officer

For further information about Atlantic, please contact:

Chris Batalha (CFO and Corporate Secretary)

+1 604 689-5564

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.

Forward-Looking Statements:

This release contains certain "forward looking statements" and certain "forward-looking information" as defined under applicable Canadian and U.S. securities laws. Forward-looking statements and information can generally be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "continue", "plans" or similar terminology. Forward-looking statements and information are not historical facts, are made as of the date of this press release, and include, but are not limited to, statements regarding discussions of future plans, guidance, projections, objectives, estimates and forecasts and statements as to management's expectations with respect to, among other things, the activities contemplated in this news release and the timing and receipt of requisite regulatory, and shareholder approvals in respect thereof. Forward-looking statements in this news release include, without limitation, statements related to proposed exploration and development programs, grade and tonnage of material and resource estimates. These forward looking statements involve numerous risks and uncertainties and actual results may vary. Important factors that may cause actual results to vary include without limitation, the timing and receipt of certain approvals, changes in commodity and power prices, changes in interest and currency exchange rates, risks inherent in exploration estimates and results, timing and success, inaccurate geological and metallurgical assumptions (including with respect to the size, grade and recoverability of mineral reserves and resources), changes in development or mining plans due to changes in logistical, technical or other factors, unanticipated operational difficulties (including failure of plant, equipment or processes to operate in accordance with specifications, cost escalation, unavailability of materials, equipment and third party contractors, delays in the receipt of government approvals, industrial disturbances or other job action, and unanticipated events related to health, safety and environmental matters), political risk, social unrest, and changes in general economic

conditions or conditions in the financial markets. In making the forward-looking statements in this press release, the Company has applied several material assumptions, including without limitation, the assumptions that: (1) market fundamentals will result in sustained gold demand and prices; (2) the receipt of any necessary approvals and consents in connection with the development of any properties; (3) the availability of financing on suitable terms for the development, construction and continued operation of any mineral properties; and (4) sustained commodity prices such that any properties put into operation remain economically viable. Information concerning mineral reserve and mineral resource estimates also may be considered forward-looking statements, as such information constitutes a prediction of what mineralization might be found to be present if and when a project is actually developed. Certain of the risks and assumptions are described in more detail in the Company's audited financial statements and MD&A for the year ended December 31, 2015 on the SEDAR website at www.sedar.com. The actual results or performance by the Company could differ materially from those expressed in, or implied by, any forward-looking statements relating to those matters. Accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what impact they will have on the results of operations or financial condition of the Company. Except as required by law, the Company is under no obligation, and expressly disclaim any obligation, to update, alter or otherwise revise any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

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Atlantic Gold NL

PRODUCER
CODE : ATV.AX
ISIN : AU000000ATV9
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Atlantic Gold is a gold development stage company based in .

Atlantic Gold holds various exploration projects in Canada.

Its main asset in production is COCHRANE HILL GOLD DEPOSIT in Canada, its main asset in development is TOUQUOY in Canada and its main exploration properties are COCHRANE HILL and MEGUMA TERRANE in Canada.

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Corporate Presentations of Atlantic Gold NL
9/14/2007Financial Report for six months ended 30 june 2007
In the News and Medias of Atlantic Gold NL
3/14/2019Atlantic Gold boosts resource, exceeds 2018 production guida...
Annual reports of Atlantic Gold NL
Notice of AGM and annual report
AGM and annual report
Annual Report and AGM
Nominations of Atlantic Gold NL
12/3/2009Appointment of Haywood Securities Inc.
Financials of Atlantic Gold NL
3/30/2011Annual financial statements 31 Dec 2010
Project news of Atlantic Gold NL
9/27/2013(Touquoy)increases interest in Touquoy Gold Project
8/14/2012(Cochrane Hill)Acquisition of Cochrane Hill completed
3/12/2012(Cochrane Hill)Purchase of Cochrane Hill Gold Project to go ahead
10/14/2011(Meguma Terrane)Nova Scotia exploration update
8/4/2011(Touquoy)Mineral Lease granted for Touquoy Gold Project
4/12/2011(Cochrane Hill)Purchase of 100% of Cochrane Hill Gold Project
7/5/2010(Touquoy)Results of Touquoy Definitive Feasibility Study
4/22/2010(Touquoy)Results from Touquoy West diamond drilling
1/4/2010(Touquoy)Touquoy West new gold mineralised argillite horizon
7/3/2009(Cochrane Hill)High grade drill results from Cochrane Hill, Nova Scotia
6/4/2008(Cochrane Hill)Cochrane Hill resource upgrade
4/30/2008(Touquoy)Report for March quarter 2008
2/4/2008(Touquoy)Environmental approval for Touquoy Gold Project
1/25/2008(Touquoy) Minister's decision due 2 February 2008 AEST
2/20/2006Resource upgrade to 653,500 ounces, Touquoy gold project, No...
2/17/2006Call on partly paid shares - 2 cents
Corporate news of Atlantic Gold NL
6/28/2016Atlantic Gold Completes Final Tranche Of Gold Price Hedging ...
6/6/2016Atlantic Gold Completes A Fourth Tranche Of Gold Price Hedgi...
6/3/2016Atlantic Gold Provides Update With Reclamation Security And ...
5/30/2016Atlantic Gold Completes $20M Equipment Finance Facility To F...
5/16/2016Atlantic Gold Completes A Third Tranche Of Gold Price Hedgin...
5/13/2016Atlantic Gold Completes Additional 25,000 Ounces Of Gold Pri...
5/11/2016Atlantic Gold Completes $13 Million Convertible Debenture Fi...
5/10/2016Atlantic Gold Signs Project Loan Facility Agreement
5/9/2016Atlantic Gold Finalizes Fixed Price EPC Contract With Ausenc...
5/3/2016Atlantic Gold Completes 100,000 Ounces Of Gold Price Hedging...
5/2/2016Atlantic Gold Announces Exercise Of Over-Allotment Option
4/28/2016Atlantic Gold Secures $25 Million In Financing
4/28/2016Atlantic Gold Secures Buyout Option For Touquoy Deposit
4/20/2016Atlantic Gold Shareholders Approve Creation Of A Control Per...
3/30/2016Atlantic Gold Provides Update With Phased Reclamation Securi...
12/8/2015Atlantic Gold Commences First Stage Of Environmental Assessm...
11/2/2015Atlantic Gold Announces MOU For EPC With Duro Felguera And A...
8/14/2015Atlantic Gold Files Ni 43-101 Technical Report In Respect Of...
1/31/2014December 2013 quarterly report
10/30/2013Quarterly report September 2013
10/15/2013Latest presentation
10/3/2013Stay motion hearing 4 October 2013
10/2/2013Placement completed raising $1.875M
9/16/2013Landholder second appeal dismissed
9/12/2013Agreement for placement raising $1.875M
9/10/2013purchases interest in Moose River Resources Inc.
5/24/2013Higgins appeal date set
5/9/2013Appeal filed against Court's expropriation decision
3/18/2013Request for AGM resolutions
3/13/2013Issue of shares raising $2.59 million
2/21/2013Agreement for placement to raise $2.59 million
1/31/2013Quarterly report for December 2012
10/31/2012September 2012 quarterly report
10/5/2012Gold Symposium 22-23 October 2012 Sydney Luna Park
6/29/2012(Cochrane Hill)Cochrane Hill payment deferred, and placement of Shortfall
6/21/2012Independent analyst's report
6/18/2012(Touquoy)Vesting orders issued for remaining Touquoy surface titles
6/15/2012trading halt commencing 15 June 2012
5/21/2012completion of rights issue
5/2/2012Non-renounceable Rights Issue Prospectus
4/16/2012Quarterly Activities Report
3/26/2012Annual financial statements December 2011
2/27/2012Agreement to place 25 million shares
2/23/2012(Touquoy)Updated Touquoy Definitive Feasibility Study
1/31/2012December 2011 quarterly report
9/1/2011Change of address
7/28/2011Issue of shares to raise $1.6 million
7/25/2011Agreement for placement to raise $1.6 million
11/24/2009Close of Share Purchase Plan and Placement
11/12/2009Notice of general meeting
10/23/2009$2M underwriting of Share Purchase Plan
10/19/2009Share Purchase Plan and Placement
7/6/2009Completion of sale of Kookynie tenements, WA
6/12/2009Sale of Kookynie tenements
6/10/2009Repayment of loan
6/3/2009Issue of shares and options
3/4/2009Issue of shares
11/14/2008Completion of Rights Issue
4/28/2008Touquoy update
11/22/2007Lodgement of Touquoy Focus Report
11/21/2007 Cochrane Hill reconnaissance RC drilling
10/10/2007Announcement of $4.2m Placement
9/14/2007Cochrane Hill Core Sampling Announcement
7/25/2007Terms of sale of auction
7/11/2007of forfeited partly paid shares redeemed
7/6/2007Auction of forfeited partly paid shares
6/5/2007option over Cochrane Hill property, Nova Scotia
5/31/2007correct bank account for share call
4/5/2006Results of 2 cent call on partly paid shares
3/21/2006sale of 53% interest in Ellendale diamond tenement
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