Unigold Announces TSXV Approves Warrant Extensions

Rhea-AI Summary

Unigold Inc. (TSXV: UGD) (OTCQB: UGDIF) has received TSX-V approval to extend the expiry dates of multiple share purchase warrants. The first extension involves 16,629,167 warrants to June 23, 2025, while the second extends 53,433,675 warrants to December 31, 2025. All warrants maintain their exercise price of $0.30 per common share.

The extensions cover warrants from multiple private placements conducted between 2020 and 2023. Notably, 3,797,660 warrants are held by related parties, constituting a related party transaction under regulatory guidelines. However, formal valuation and minority approval requirements are exempt as the warrants' fair market value held by insiders is below 25% of the company's market capitalization.

Positive

• Extension of warrant expiry dates provides additional time for potential capital raising
• Maintenance of $0.30 exercise price across all warrants provides consistency for investors

Negative

• Large number of potential dilutive securities (70,062,842 warrants) if exercised
• Significant insider warrant holdings (3,797,660 warrants) could impact market dynamics

Toronto, Ontario--(Newsfile Corp. - December 30, 2024) - Unigold Inc. (TSXV: UGD) (OTCQB: UGDIF) (FSE: UGB1) ("Unigold" or the "Company") announces that the TSX-V has approved the extension of the expiry date of a total of 16,629,167 share purchase warrants to June 23, 2025. Each of these warrants entitles the holder thereof to acquire one common share of the Company at a price of $0.30 per common share and all other terms of the warrants, including exercise price, will remain the same. The warrants were issued pursuant to a private placement which closed on June 23, 2020 and include 193,060 warrants which were issued to insiders. The warrants were set to expire on December 31, 2024.

In addition, the TSX-V has approved the extensions of the expiry dates of a total of 53,433,675 share purchase warrants to December 31, 2025. Each of these warrants entitles the holder thereof to acquire one common share of the Company at a price of $0.30 per common share and all other terms of the warrants, including exercise price, will remain the same. The warrants were issued pursuant to the following private placements and all were set to expire on December 31, 2024:

• 12,596,175 warrants, including 375,850 warrants issued to insiders, were issued pursuant to a private placement which closed on August 10, 2021.
• 8,750,000 warrants, including 1,850,000 warrants issued to insiders, were issued pursuant to a private placement which closed on September 7, 2022.
• 1,150,000 warrants were issued pursuant to a private placement which closed on September 12, 2022.
• 6,875,000 warrants were issued pursuant to a private placement which closed on November 1, 2022.
• 8,008,750 warrants, including 850,000 warrants issued to insiders, were issued as part of a private placement that closed on May 10, 2023.
• 16,053,750 warrants, including 528,750 warrants issued to insiders, were issued from a private placement that closed on May 16, 2023.

A total of 3,797,660 warrants are held by parties who are considered to be "related parties" of the Company. Therefore, the amendment of these warrants constitutes a "related party transaction" as contemplated by Multilateral Instrument 61-101 Protection of Minority Shareholders in Special Transactions, and TSXV Policy 5.9 - Protection of Minority Shareholders in Special Transactions. However, the exemptions from formal valuation and minority approval requirements provided for by these guidelines can be relied upon as the fair market value of the warrants held by insiders does not exceed 25% of the market capitalization of the Company. A material change report in respect of the warrant extension will be filed by the Company.

For further information please visit http://www.unigoldinc.com or contact:

Mr. Joseph Hamilton
Chairman & CEO
T. (416) 866-8157

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. 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 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. For more information, please visit https://www.unigoldinc.com/profile/forward-looking-statement.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/235529

FAQ

How many warrants did UGDIF extend in the December 2024 announcement?

Unigold extended a total of 70,062,842 warrants, comprising 16,629,167 warrants to June 23, 2025, and 53,433,675 warrants to December 31, 2025.

What is the exercise price for UGDIF's extended warrants?

All extended warrants maintain an exercise price of $0.30 per common share.

How many UGDIF warrants are held by company insiders?

A total of 3,797,660 warrants are held by related parties (insiders) of the company.

When were the original private placements conducted for these UGDIF warrants?

The private placements were conducted between June 2020 and May 2023, with the most recent placements closing on May 10 and May 16, 2023.