NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES AND NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES
December 17, 2018 - Trifecta Gold Ltd. (TSX-V: TG) ("Trifecta") announces the closing of a $304,700 private placement as originally announced on October 9, 2018. The private placement consisted of the sale of 4,352,856 units at a price of $0.07 per unit, each unit consisting of one common share and one share purchase warrant, each warrant entitling the holder to purchase one additional common share at a price of $0.10 until December 13, 2020, provided that, in the event the closing price of Trifecta’s common shares as traded on the TSX Venture Exchange is equal to or greater than $0.17 for a period of ten (10) consecutive trading days subsequent to the expiry of the applicable hold period, Trifecta may give notice of an earlier expiry of the warrants, in which case they would expire thirty (30) calendar days from the giving of such notice.
All of the securities issued pursuant to the private placement, including any shares that may be issued pursuant to the exercise of the share purchase warrants disclosed herein, will be subject to a hold period in Canada expiring on April 14, 2019.
About Trifecta Gold Ltd.
Trifecta is a Canadian precious metal exploration company dedicated to increasing shareholder value through the acquisition and development of attractive exploration projects in Canada, the United States and other mining-friendly jurisdictions.
ON BEHALF OF THE BOARD
President and Chief Executive Officer
For further information concerning Trifecta or its various exploration projects please visit our newly updated website at www.trifectagold.com or contact:
Trifecta Gold Ltd.
President and C.E.O.
Tel: (604) 687-2522
The securities referred to in this news release have not been, nor will they 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 U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. This news release does not constitute an offer of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.
This news release may contain forward looking statements based on assumptions and judgments of management regarding future events or results that may prove to be inaccurate as a result of exploration and other risk factors beyond its control, and actual results may differ materially from the expected results.
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 release.