P2 Gold Upsizes and Closes First Tranche of Financings

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, British Columbia, May 04, 2023 (GLOBE NEWSWIRE) -- P2 Gold Inc. (“P2” or the “Company”) (TSX-V:PGLD) (OTCQB:PGLDF) reports that it intends to increase the size of its non-brokered private placement of flow-through units (the “FT Offering”) and non-flow-through units (the “NFT Offering”) (together, the FT Offering and NFT Offering are the “Private Placement”), previously announced on April 5, 2023, and that it has closed the first tranche (the “First Tranche”) of the Private Placement consisting of 6,397,000 flow-through units in the capital of the Company (the “FT Units”) at a price of $0.32 per FT Unit for gross proceeds of approximately $2.05 million and 2,826,295 non-flow-through units (the “NFT Units” and together with the FT Units, “Units”) at a price of $0.27 per NFT Unit for gross proceeds of approximately $0.76 million.

Flow-Through Offering

The FT Offering will now consist of up to 11 million FT Units at a price of $0.32 per FT Unit for gross proceeds of up to approximately $3.5 million.

Each FT Unit will consist of one flow-through common share in the capital of the Company (a “FT Share”) and one non-flow-through common share purchase warrant (a “FT Warrant”). The FT Shares will qualify as “flow-through shares” for purposes of the Income Tax Act (Canada). Each FT Warrant will entitle the holder to purchase one additional non-flow-through common share in the capital of the Company at an exercise price of $0.40 per common share for a period of two years from the date of issue (the “FT Expiry Time”), provided that, if after four months from the date of issue, the closing price of the common shares of the Company on the TSX Venture Exchange (the “Exchange”) is equal to or greater than $0.80 for a period of 10 consecutive trading days at any time prior to the FT Expiry Time, the Company will have the right to accelerate the FT Expiry Time by giving notice to the holders of the FT Warrants by news release or other form of notice permitted by the certificate representing the FT Warrants that the FT Warrants will expire at 4:30 p.m. (Vancouver time) on a date that is not less than 15 days from the date notice is given.