VANCOUVER, BRITISH COLUMBIA--(Marketwired - Aug. 22, 2016) -
NOT FOR DISTRIBUTION OR DISSEMINATION INTO THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES
Anfield Gold Corp. ("Anfield") (TSX VENTURE:ANF) is pleased to announce that it plans to conduct a non-brokered private placement of up to 22,222,222 common shares in the capital of Anfield (the "Shares") at a price of CDN $1.35 per Share to raise gross proceeds of up to approximately CDN $30 million (the "Private Placement"). The price of CDN $1.35 represents a 7% discount to the last closing price of Anfield common shares of CDN $1.45 and an 18% discount to the 20 day volume-weighted average price of Anfield common shares of CDN $1.64.
The net proceeds of the Private Placement will be used for costs associated with the development of Anfield's Coringa Gold Project ("Coringa") and general working capital purposes.
Since acquiring Coringa on May 6, 2016, Anfield has continued to build a project team to manage and finalize the engineering studies incorporating the Andorinhas process plant (the "Plant") and equipment purchased from Troy Resources, and eventually construct and operate Coringa. In parallel, Anfield initiated an implementation plan to disassemble, transport and reassemble the Plant and mining equipment to Coringa. Significant progress has been made on dismantling the Plant which is in the process of being moved to Coringa. Anfield continues to expect it will complete construction of Coringa during 2017.
Marshall Koval, Anfield's Chief Executive Officer, noted, "We continue to be on track with progress at Coringa, and the funds to be raised in this private placement will help us as we continue that development."
Certain insiders of Anfield will be participating in the Private Placement. The Private Placement is exempt from the formal valuation and majority of the minority requirements applicable to related party transactions as set out in Multilateral Instrument 61-101 Protection of Minority Securityholders in Special Transactions as the aggregate fair market value of the Shares to be purchased by insiders pursuant to the Private Placement is less than 25% of Anfield's market capitalization.
The Private Placement is subject to regulatory approval, and 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.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, or applicable state securities laws, and may not be offered or sold to persons in the United States absent registration or an exemption from such registration requirements. 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 jurisdiction in which such offer, solicitation or sale would be unlawful.
ANFIELD GOLD CORP.
Marshall Koval, President & CEO
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 news release.
The foregoing information contains forward-looking statements regarding Anfield's future plans. In making the forward-looking statements in this release, Anfield has applied certain factors and assumptions that are based on information currently available to Anfield as well as Anfield's current beliefs and assumptions made by Anfield, including managing and finalizing engineering studies incorporating the Plant and equipment purchased from Troy Resources, eventually constructing and operating Coringa, the continued dismantling and move of the Plant to Coringa, Anfield's ability to complete construction of Coringa by the end of 2017, Anfield being able to obtain regulatory approval of the Private Placement, that Anfield is able to complete the Private Placement, that certain insiders of Anfield will participate in the Private Placement, and Anfield's anticipated uses of the proceeds of the Private Placement. Although Anfield considers these beliefs and assumptions to be reasonable based on information currently available to it, they may prove to be incorrect, and the forward-looking statements in this release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking statements.
Such risk factors include, among others, risks associated with the business of Anfield, risks related to obtaining the permits and approvals necessary to develop and commission the Coringa gold project on terms that are acceptable to Anfield, prices for commodities to be produced and changes in commodity prices, risks relating to unanticipated operational difficulties (including failure of plant, equipment or processes to operate in accordance with specifications or expectations, cost escalation, unavailability of materials and equipment, government action or 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 and social unrest, changes in general economic conditions or conditions in the financial markets, that the Private Placement will not be completed, that Anfield will be unable to obtain or will experience delays in obtaining any required regulatory approvals for the Private Placement, and changes to business and economic conditions in the mining industry generally. Although Anfield has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Anfield does not undertake to update any forward-looking information, except in accordance with applicable securities laws.