Plato Gold Corp. Announces Closing of Non-Brokered Private Placement for $350,000

Toronto, Ontario – June 10, 2021 – Plato Gold Corp. (TSX-V: PGC) (“Plato” or the “Company”) is pleased to announce that further to its news release dated June 7, 2021, it has completed a non-brokered private placement for aggregate gross proceeds of $350,000 (the “Offering”). The Offering consisted of (i) 5,100,000 flow-through shares (“FT Shares”) at a price of $0.05 per FT Share for gross proceeds of up to $255,000; and (ii) 1,900,000 hard dollar units (“HD Units”) at a price of $0.05 per HD Unit for gross proceeds of $95,000.

 

Each HD Unit is composed of one common share in the capital of the Company (a “Common Share”) and one Common Share purchase warrant (a “Warrant”). Each Warrant will entitle the holder to purchase one Common Share (a “Warrant Share”) at a price of $0.07 per Warrant Share until the date which is twentyfour (24) months following the closing date of the Offering, whereupon the Warrants will expire. Each FT Share is composed of one Common Share issued on a flow-through basis within the meaning of the Income Tax Act (Canada) (the “Tax Act”).

 

The proceeds raised from the sale of the FT Shares will be used to incur “Canadian exploration expenses” that are “flow-through mining expenditures” (as such terms are defined in the Tax Act) to pay for assay results on over 2,000 meters of drill core from the Company’s Good Hope Niobium Project near Marathon, Ontario and to fund the Company’s other properties in Ontario, Canada. The proceeds raised from the sale of the HD Units will be used for general working capital purposes and for exploration expenses on the Company’s properties.

 

Certain insiders of the Company subscribed, directly or indirectly for an aggregate of 2,200,000 FT Shares and 1,100,000 HD Units pursuant to the Offering. Such participation is considered a “related party transaction” as such terms are defined by Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“), requiring the Company, in the absence of exemptions, to obtain a formal valuation for and minority shareholder approval of the “related party transactions”. The Company is relying on an exemption from the requirement to obtain formal valuation and minority shareholder approval as the fair market value of the participation in the Offering by the Insiders does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.

 

In connection with the closing of the Offering, eligible finders who introduced investors to the Offering have been (i) paid an aggregate cash commission of $4,800; and (ii) issued an aggregate 96,000 finder units (the “Finder Unit”). Each Finder Unit is composed of one Common Share and one Common Share purchase warrant (a “Finder Warrant”). Each Finder Warrant will entitle the holder to purchase one Common Share (a “Finder Warrant Share”) at a price of $0.07 per Finder Warrant Share until the date which is twenty-four (24) months following the closing date of the Offering.

 

The securities issued and issuable pursuant to the Offering will be subject to a four month and one day statutory hold period. Completion of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and applicable securities regulatory authorities.

 

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (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 an exemption from such registration is available.

 

About Plato Gold Corp.

 

Plato Gold Corp. is a Canadian exploration company listed on the TSX Venture Exchange and Frankfurt Exchange with projects in Timmins, Ontario, Marathon, Ontario and Santa Cruz, Argentina.

The Timmins, Ontario project includes 4 properties: Guibord, Harker, Holloway and Marriott in the Harker/Holloway gold camp located east of Timmins, Ontario with a focus on gold.

In Argentina, Plato owns a 95% interest in Winnipeg Minerals S.A. (“WMSA”), an Argentina incorporated company that holds a number of contiguous mineral rights totalling 9,672 hectares with potential for gold and silver.

The Good Hope Niobium Project consists of approximately 5,146 hectares in Killala Lake Area and Cairngorm Lake Area Townships, near Marathon, Ontario with the primary target being niobium.

The Pic River Platinum Group Metals (PGM) Project consists of 2,247 hectares in Foxtrap Lake and Grain Township, near Marathon, Ontario of which 19 claims are contiguous to the western boundary of Generation Mining’s Marathon PGM project and is located on strike to Generation Mining’s Sally deposit.