Mayfair Gold Announces Private Placement Financings

Rhea-AI Summary

Mayfair Gold Corp. announces non-brokered private placement financing of $11 million

Positive

• Mayfair Gold Corp. has arranged a non-brokered private placement financing, raising approximately $11 million. The financing includes the issuance of 2,381,000 common shares and 2,040,000 flow-through shares. The flow-through shares were priced at a premium of approximately 38% over the closing price of Mayfair Gold common shares on the TSX.V on October 10, 2023. The proceeds from the sale of the flow-through shares will be used for Canadian Exploration Expenses.

Negative

• None.

VANCOUVER, British Columbia, Oct. 10, 2023 (GLOBE NEWSWIRE) -- Mayfair Gold Corp. (“Mayfair” or the “Company”) (TSX-V: MFG; OTCQB: MFGCF) today announced the arrangement of a non-brokered private placement financing of 2,381,000 common shares (the “Shares”) at a price per Share of $2.10 for gross proceeds of approximately $5 million, and a concurrent non-brokered private placement financing of 2,040,000 common shares on a flow-through basis (the “FT Shares”) at a price per FT Share of $2.94 (together the “Offering”) for gross proceeds of approximately $6 million. The FT Share price of $2.94 represents a premium of approximately 38% over the closing price of Mayfair Gold common shares on the TSX.V on October 10, 2023. The aggregate gross proceeds of the Offering are expected to be approximately $11 million.

All proceeds from the sale of the FT Shares will be used for expenditures which qualify as Canadian Exploration Expenses (“CEE”) within the meaning of the Income Tax Act (Canada). The Company will renounce such CEE expenditures with an effective date of no later than December 31, 2023.

A portion of net proceeds of the Shares issued under the Offering will be reserved for working capital. The balance will be used to further Mayfair’s successful exploration program at the Fenn-Gib gold project in the Timmins region of Ontario. Finder’s fees may be payable on a portion of the Offering.

The shares issued under the Offering will be subject to a four-month hold period. The Offering is expected to close on or about November 2, 2023. The Offering is subject to customary closing conditions, including approval from the TSX.V.

This press release is not an offer of common shares for sale in the United States. The Shares may not be offered or sold in the United States absent registration or an available exemption from the registration requirements of the US. Securities Act of 1933, as amended (the "U.S. Securities Act") and applicable U.S. state securities laws. Mayfair will not make any public offering of the Shares in the United States. The Shares have not been and will not be registered under the U.S. Securities Act, or any state securities laws.

About Mayfair

Mayfair Gold is a Canadian mineral exploration company focused on advancing the 100% controlled Fenn-Gib gold project in the Timmins region of Northern Ontario. The Fenn-Gib gold deposit is Mayfair’s flagship asset and currently hosts an updated NI 43-101 resource estimate with an effective date of April 6, 2023 with a total Indicated Resource of 113.69M tonnes containing 3.38M ounces at a grade of 0.93 g/t Au and an Inferred Resource of 5.72M tonnes containing 0.16M ounces at a grade of 0.85 g/t Au at a 0.40 g/t Au cut-off grade (Source: Tim Maunula, P. Geo., of T. Maunula & Associates Consulting Inc., who is deemed a qualified person as defined by NI 43-101). The Fenn-Gib deposit has a strike length of over 1.5km with widths ranging over 500m. The gold mineralized zones remain open at depth and along strike to the east and west. Recently completed metallurgical tests confirm that the Fenn-Gib deposit can deliver robust gold recoveries of up to 94%.

For further information contact:

Patrick Evans, President and CEO
Email: patrick@mayfairgold.ca
Phone: (480) 747-3032
Web: www.mayfairgold.ca

Forward Looking Statements

This news release contains forward-looking statements and forward-looking information within the meaning of Canadian securities legislation (collectively, "forward-looking statements") that relate to Mayfair’s current expectations and views of future events. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as "will likely result", "are expected to", "expects", "will continue", "is anticipated", "anticipates", "believes", "estimated", "intends", "plans", "forecast", "projection", "strategy", "objective" and "outlook") are not historical facts and may be forward-looking statements and may involve estimates, assumptions and uncertainties which could cause actual results or outcomes to differ materially from those expressed in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. These statements speak only as of the date of this news release.

Forward-looking statements are based on a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond Mayfair’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, the impact and progression of the COVID-19 pandemic and other factors. Mayfair undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. New factors emerge from time to time, and it is not possible for Mayfair to predict all of them, or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. Any forward-looking statements contained in this news release are expressly qualified in their entirety by this cautionary statement.

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.

FAQ

What is Mayfair Gold Corp. announcing?

Mayfair Gold Corp. is announcing a non-brokered private placement financing of $11 million.

How much money will be raised in the financing?

The financing is expected to raise approximately $11 million.

What types of shares are being issued in the financing?

The financing includes the issuance of 2,381,000 common shares and 2,040,000 flow-through shares.

What is the price of the flow-through shares?

The flow-through shares are priced at $2.94 per share, representing a premium of approximately 38% over the closing price of Mayfair Gold common shares on the TSX.V on October 10, 2023.

What will the proceeds from the sale of the flow-through shares be used for?

The proceeds from the sale of the flow-through shares will be used for Canadian Exploration Expenses.