VANCOUVER—March 1, 2019—American Pacific Mining Corp (CSE: USGD / FWB: 1QC / OTCPK: USGDF) (“APM” or the “Company”) is pleased to announce the closing of the previously announced non-brokered private placement. A total of C$1,460,200 million was raised through the issuance of 14,602,000 units at $0.10 per unit (the “Units”). For more details on the financing please see press releases dated January 25, 2019 and February 22, 2019.
“We are thrilled to close this financing and welcome our new shareholders to the company as we focus on advancing and adding value at the Tuscarora Gold Project this spring” commented Warwick Smith, CEO of APM.
Each unit will consist of one common share (the “Common Share”) of the company and one-half of a warrant (the “Warrant”). Each whole warrant will entitle the holder to purchase one additional common share of the Company at an exercise price of $0.20 for a period of 12 months from the closing, subject to earlier expiry of the exercise period if, at any time after four months from closing, the closing price of the shares is greater than $0.25 for five or more consecutive trading days. A total of $35,364 plus 353,640 warrants was paid as finders’ commission. All securities issued under the Offering are subject to a four-month hold period.
Warwick Smith, CEO and a director of the Company, subscribed for 250,000 Units through his company, Harbourside Consulting Corp. As a result, the private placement is a related party transaction (as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”)). The Company relied upon the “Issuer Not Listed on Specified Markets” and “Fair Market Value Not More Than $2,500,000” exemptions from the formal valuation and minority shareholder approval requirements, respectively, under MI 61-101.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities, in any state in which such offer, solicitation or sale would be unlawful. The securities issued, or to be issued, under the private placement have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
American Pacific Mining Corp. is a gold explorer focused on precious metal opportunities in the Western United States. Tuscarora is a high-grade, early stage gold project located in a prime precious metal district in Nevada, only 35km northeast of the Carlin trend, 20km southwest of the Jerritt Canyon deposit, and 50km east-northeast of the Midas deposit. American Pacific is Eyeing a Gold Discovery amidst gold’s next bull market.
On Behalf of the Board of American Pacific Mining Corp.
CEO & Director
Corporate Office: Suite 910 – 510 Burrard Street Vancouver, BC, V6C 3A8 Canada
Investor Relations: firstname.lastname@example.org Phone: 1-866-646-5389