Paycore Minerals Inc. (TSXV: CORE) ("
Paycore" or
the "
Company") is pleased to announce that it has
entered into an agreement with PI Financial Corp. and CIBC Capital
Markets (collectively, the "
Lead Underwriters"),
as lead underwriters and co-bookrunners, on their own behalf and,
if applicable, on behalf of a syndicate of underwriters (together
with the Lead Underwriters, the "
Underwriters")
pursuant to which the Underwriters have agreed to purchase, on a
bought deal basis, pursuant to a short form prospectus, 4,950,000
common shares (the "
Shares") of the Company at a
price of $1.63 per Share (the "
Offering Price")
for gross proceeds of $8.068 million (the
"
Offering").
In addition, the Company has granted the
Underwriters an option (the "Over-Allotment
Option"), exercisable in whole or in part, for a period of
30 days following the Closing Date, to purchase up to an additional
15% of the Shares sold pursuant to the Offering, on the same terms
as the Offering, to cover over-allotments and for market
stabilization purposes.
The net proceeds from the Offering are expected
to be used by the Company to fund ongoing work, development and
permitting activities at its FAD Property in Nevada and for working
capital and general corporate purposes.
Closing of the Offering is expected to take
place on or about February 9, 2023 and is subject to certain
conditions including, but not limited to the receipt of all
applicable regulatory approvals including approval of the TSX
Venture Exchange.
The Shares to be issued under the Offering will
be offered by way of a short form prospectus to be filed in each of
the provinces of Canada, except Québec. The Shares may also be
offered in the United States to Qualified Institutional Buyers
pursuant to exemptions from the registration requirements of the
United States Securities Act of 1933 as amended, (the "U.S.
Securities Act"), in a manner that does not require the
Offering to be registered in the United States, and in certain
other jurisdictions in accordance with applicable securities
laws.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy nor shall there be any
sale of any of the securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful. The securities have
not been and will not be registered under the U.S. Securities Act,
or the securities laws of any state of the United States and may
not be offered or sold within the United States (as defined in
Regulation S under the U.S. Securities Act) unless registered under
the U.S. Securities Act and applicable state securities laws or
pursuant to an exemption from such registration requirements.
About Paycore
Paycore is a corporation incorporated under the
Business Corporations Act (Ontario) and, through its subsidiaries,
holds a 100% interest in the FAD Property that is located in the
heart of the Eureka-Battle Mountain trend in Nevada, USA. The FAD
Property is host to the high-grade poly-metallic FAD deposit that
was partially delineated with surface and underground drilling in
the 1940s and 1950s. The FAD Property is located less than 3 miles
from Eureka, Nevada and has established infrastructure, including a
shaft, roads and old buildings. FAD was previously owned by Barrick
Gold. Barrick acquired the FAD Property when the Company acquired
Homestake Mining in 2001.
Overseen by an experienced board and management
team that includes Jim Gowans (Non-executive Chairman), Christina
McCarthy (President & CEO, and Director), Steve Filipovic (CFO
and Corporate Secretary) and John Begeman (Director), the Company
is focused on advancing the delineation of mineral deposits on the
FAD Project (which is situated immediately to the south of, and
along strike from, I-80 Gold Corp's Ruby Hill Mine).
Further Information
For further information, please contact:
Christina McCarthy, President,
C.E.O, DirectorTelephone:
416-712-6151Email: christina.mccarthy@paycoreinc.comWebsite: www.paycoreinc.com
NEITHER THE TSX VENTURE EXCHANGE NOR ITS
REGULATION SERVICES PROVIDER (AS SUCH TERM IS DEFINED IN THE
POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR
THE ADEQUACY OR ACCURACY OF THE CONTENT OF THIS NEWS RELEASE.
Cautionary
StatementsThis news release contains forward-looking
statements and forward-looking information
(collectively, "forward-looking statements")
within the meaning of applicable securities laws. Any statements
that are contained in this news release that are not statements of
historical fact may be deemed to be forward-looking statements.
Forward-looking statements are often identified by terms such as
"may", "should", "anticipate", "will", "estimates", "believes",
"intends" "expects" and similar expressions which are intended to
identify forward-looking statements. More particularly and without
limitation, this news release contains forward-looking statements
concerning (i) the Offering; (ii) the proposed business objectives
of the Company, (iii) the impact, and anticipated results, of
ongoing drill program and results on the Company, (iv) the possible
economics of the FAD Property, and the Company's understanding of
the FAD Property, (v) the development potential and timetable of
the FAD Property, (vi) the estimation of potential mineral
resources, and (vii) the timing and amount of estimated future
exploration on the FAD Property. Forward-looking statements are
inherently uncertain, and the actual performance may be affected by
a number of material factors, assumptions and expectations, many of
which are beyond the control of the Company, including expectations
and assumptions concerning the Company and the FAD Property.
Specifically, factors that could cause the actual performance and
results of the Company to differ materially from those in
forward-looking statements include, without limitation, changes to
commodity prices, metallurgical recovery, operating and capital
costs, foreign exchange rates, ability to obtain required permits
on a timely basis, exploitation and exploration successes,
continued availability of capital and financing, and general
economic, market or business conditions. Readers are cautioned that
assumptions used in the preparation of any forward-looking
statements may prove to be incorrect. Events or circumstances may
cause actual results to differ materially from those predicted as a
result of numerous known and unknown risks, uncertainties and other
factors, many of which are beyond the control of the Company.
Although the Company has attempted to identify important factors
that could cause actual results to differ materially from those
contained in forward-looking statements, there may be other factors
that cause results not to be as anticipated, estimated or intended.
Readers are cautioned not to place undue reliance on any
forward-looking statements, as such information, although
considered reasonable by the management of the Company at the time
of preparation, may prove to be incorrect and actual results may
differ materially from those anticipated.
The forward-looking
statements contained in this news release are made as of the date
of this news release, and are expressly qualified by the foregoing
cautionary statement. Except as expressly required by securities
law, the Company does not undertake any obligation to update
publicly or to revise any of the included forward-looking
statements, whether as a result of new information, future events
or otherwise.
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