Thesis Gold Announces $13 Million Private Placement Financing

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VANCOUVER, British Columbia, Sept. 07, 2023 (GLOBE NEWSWIRE) -- Thesis Gold Inc. ("Thesis" or the "Company") (TSXV: TAU | WKN: A3EP87 | OTCQX: THSGF) is pleased to announce that the Company has entered into an agreement with Clarus Securities Inc. as lead agent (the “Lead Agent”) and sole bookrunner (the “Bookrunner”), on behalf of a syndicate of agents (collectively, the “Agents”), in connection with a marketed best efforts private placement of up to approximately C$13 million (the “Offering”).

Ewan Webster, President and CEO, shared, "Our 2023 drilling program is making significant progress towards our 50,000 metre target, with over 25,000 metres completed to date. Following the recent completion of our merger, our primary working capital consisted of hard dollars. This strategic placement now enables us to utilize much less dilutive flow-through funding. These funds are essential for achieving key milestones over the next 12 months, including the completion of our 50,000-meter drilling program, an updated global resource estimate covering both the Ranch and Lawyers Projects, followed by a new Preliminary Economic Assessment (PEA)."

The Offering will consist of (i) up to 8,850,000 premium flow-through common shares (the “Premium FT Shares”) at a price of C$1.13 per Premium FT Share for gross proceeds of up to C$10,000,500; and (ii) up to 3,225,500 flow-through common shares (the “FT Shares”) at a price of $0.93 per FT Share for gross proceeds of up to $2,999,715. All securities issued pursuant to the Offering will be subject to a four-month hold period in accordance with the policies of the TSX venture Exchange and applicable securities laws. The Company does not expect that the Offering will result in the creation of any new control person of the Company. The Offering is subject to approval by the TSX Venture Exchange.

The Company intends to use the net proceeds of the Offering to fund exploration and development expenditures at the Company's Ranch and Lawyers Gold-Silver Projects in British Columbia and for working capital purposes.

The gross proceeds from the sale of Premium FT Shares and FT Shares will be used by the Company to incur eligible "Canadian exploration expenses" that will qualify as "flow-through mining expenditures" as such terms are defined in the Income Tax Act (Canada) (the "Qualifying Expenditures") related to the Company's projects in Canada. All Qualifying Expenditures will be renounced in favour of the subscribers of the Flow-Through Shares effective December 31, 2024. The net proceeds from the sale of the shares will be used by the Company for working capital and general corporate purposes.