Goldquest Mining closes first tranche of financing

Executive Summary

• Goldquest Mining Corp. has closed the first tranche of its previously announced non-brokered private placement, raising nearly $30 million.
• The company issued approximately 24.8 million units at $1.21 per unit, with proceeds designated for early development at the Romero project, greenfield exploration drilling, and general corporate purposes.
• The private placement remains subject to final acceptance by the TSX Venture Exchange, and all securities are subject to a four-month statutory hold period.

Key Details

• Transaction Structure: Non-brokered private placement of units.
• First Tranche Size: 24,793,388 units issued.
• Price Per Unit: $1.21.
• Gross Proceeds (First Tranche): $29,999,999.48 (approximately $30 million).
• Maximum Potential Size: 34,710,743 units at $1.21 per unit, for total gross proceeds of up to approximately $42 million.
• Unit Composition: Each unit consists of one common share and one-half of one common share purchase warrant.
• Warrant Terms: Each warrant is exercisable to purchase one common share at an exercise price of $1.80 per share for a period of 24 months from the applicable closing.
• Finder's Fees: A cash finder's fee of approximately $1,499,999.97 was paid to Milenio Partners S.A. (an arm's-length party) in connection with the first tranche.
• Use of Proceeds: Early development activities at the Romero project, expansion of greenfield exploration drilling, and general corporate purposes.
• Regulatory Status: Subject to final acceptance of the TSX Venture Exchange.
• Hold Period: All common shares and warrants are subject to a four-month statutory hold period under Canadian securities laws.
• Insider Participation: Insiders are expected to acquire 150,000 units ($181,500) under the second tranche. This constitutes a related party transaction under TSX-V Policy 5.9 and MI 61-101.
• MI 61-101 Exemption: The company is relying on exemptions from formal valuation and minority shareholder approval requirements because the fair market value of securities acquired by insiders and the consideration paid do not exceed 25% of the company's market capitalization.

Notable Quotes

• None provided in the text.