Unigold Inc.
TSX VENTURE : UGD

Unigold Inc.

May 25, 2016 17:00 ET

Unigold Closes Private Placement of C$4,800,000

TORONTO, ONTARIO--(Marketwired - May 25, 2016) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES OR TO U.S. PERSONS

Unigold Inc. ("Unigold" or the "Company") (TSX VENTURE:UGD) is pleased to announce that it has closed its previously announced private placement of 16,000,000 units of the Company (the "Units") at a price of C$0.30 per Unit for gross proceeds of C$4,800,000 (the "Private Placement"). Each Unit consists of one common share of the Company (a "Unit Share") and one common share purchase warrant (a "Warrant"). Each Warrant entitles the holder thereof to purchase one common share of the Company (a "Warrant Share" and together with the Units, Unit Shares, and Warrants, the "Securities") at an exercise price of C$0.45 at any time prior to May 25, 2018. The Company has the right to accelerate the expiry date of the Warrants on notice to the holders of Warrants if the closing price of the Company's common shares on a stock exchange in Canada is higher than C$0.90 per common share for more than 20 consecutive trading days at any time after September 26, 2016, in which case the Warrants will expire 30 days after the date on which such notice is given.

In connection with the closing of the Private Placement, the Company issued an aggregate of 1,120,000 broker units (the "Broker Units") and paid an aggregate of $343,324 in cash to M Partners Inc. and Primary Capital Inc. (collectively, the "Agents"). Each Broker Unit entitles the holder thereof to purchase one unit of the Company until May 25, 2018 at an exercise price of C$0.30 per unit. Each unit consists of one common share of the Company and one common share purchase warrant of the Company having the same terms as the Warrants.

The Securities, the Broker Units and the securities issuable upon the exercise of the Broker Units are subject to a four month hold period which will expire September 26, 2016.

Osisko Gold Royalties Ltd. ("Osisko") subscribed for a total of 1,628,000 Units pursuant to the Private Placement. Osisko, which is an insider and a "related party" of the Company (within the meaning of MI 61-101), now beneficially owns, or exercises control or direction over, 6,728,000 common shares of the Company (or, approximately 14.8% of the issued and outstanding common shares of the Company).

Additionally, Evanachan Limited ("Evanachan"), a corporation wholly-owned by Robert McEwen, subscribed for 3,333,334 Units pursuant to the Private Placement, and now beneficially owns, or exercises control or direction over, approximately 7.3% of the issued and outstanding common shares of the Company. Mr. McEwen is the Chairman and Chief Executive Officer of McEwen Mining Inc. and is the founder and former Chairman & CEO of Goldcorp Inc.

The material change report to be filed in connection with the Private Placement will be filed less than 21 days prior to the closing of the Private Placement. The shorter period was necessary in order to permit the Company to close the Private Placement in a timeframe consistent with usual market practice for transactions of this nature.

The proceeds from the Private Placement will be used to fund the Company's continued exploration and development of its gold assets in the Dominican Republic, and for general working capital purposes.

About Unigold Inc. - Discovering Gold in the Caribbean

Unigold is a Canadian based mineral exploration company traded on the TSX Venture Exchange under the symbol UGD, focused primarily on exploring and developing its gold assets in the Dominican Republic.

For further information please visit www.unigoldinc.com.

Forward-looking Statements

Certain statements contained in this document, including statements regarding events and financial trends that may affect our future operating results, financial position and cash flows, may constitute forward-looking statements within the meaning of the federal securities laws. These statements are based on our assumptions and estimates and are subject to risk and uncertainties. You can identify these forward-looking statements by the use of words like "strategy", "expects", "plans", "believes", "will", "estimates", "intends", "projects", "goals", "targets", and other words of similar meaning. You can also identify them by the fact that they do not relate strictly to historical or current facts. We wish to caution you that such statements contained are just predictions or opinions and that actual events or results may differ materially. The forward-looking statements contained in this document are made as of the date hereof and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ materially from those projected in the forward-looking statements. Where applicable, we claim the protection of the safe harbour for forward-looking statements provided by the (United States) Private Securities Litigation Reform Act of 1995.

Neither 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 release.

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