Up to 5,121,950 common shares are to be placed,
with gross proceeds of up to CA$10.5 million.
Gold
Standard Ventures Corp. (GSV:TSX.V; GSV:NYSE) has arranged a non-brokered
private placement of up to 5,121,950 common shares in the capital of the
company at a price of CA$2.05 per share for gross proceeds of up to $10.5
million, reported the company in a news release.
"Goldcorp
Inc. (G:TSX; GG:NYSE) has confirmed they will acquire 2,926,829 Shares in
the Private Placement and will own approximately 35,325,291 Shares of Gold
Standard representing approximately 13.60% of the Company's issued and
outstanding Common Shares on a non-diluted basis following closing of the
Private Placement (assuming an aggregate of 5,121,950 Shares are subscribed
for under the Private Placement)," stated the company.
In addition, "OceanaGold Corp. (OGC:TSX; OGC:ASX) confirmed they will
acquire 975,609 Shares in the Private Placement and will own approximately
40,459,161 Shares of Gold Standard representing approximately 15.58% of the
Company's issued and outstanding Common Shares on a non-diluted basis
following closing of the Private Placement."
The company stated that it may also conduct a non-brokered private
placement with certain other investors of up to 1,219,512 shares at the
offering price for gross proceeds of up to CA$2.5 million.
"The net proceeds of the Private Placement will be used for continued
exploration and early-stage development at the Company's 100% owned
Railroad-Pinion Project and for working capital purposes," the company
announced.
"This participation is considered to be a 'related party transaction'
as defined under 'Multilateral Instrument 61-101 Protection of Minority
Securityholders in Special Transactions' (MI 61-101)," the company
noted.
The private placement is to be exempt from the formal valuation and
minority shareholder approval requirements of MI 61-101 as neither the fair
market value of any shares issued to or the consideration paid by Goldcorp
and OceanaGold will exceed 25% of the company's market capitalization.
"All Shares issued in connection with the Private Placement will be
subject to a four-month and one day hold period under applicable securities
laws," noted the company. "Closing of the Private Placement is
subject to the approval of the Toronto Stock Exchange and the NYSE American
LLC. Closing is expected to occur on or about September 5, 2018."
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