Antler Gold announces increase to brokered private placement offering

HALIFAX, Feb. 7, 2017 /CNW/ - Antler Gold Inc. ("Antler" or "Company") (TSX-V: ANTL) is pleased to announce that due to strong response from potential investors the previously announced brokererd best efforts private placement ("Financing") of $2.2 million of common shares ("Shares") and flow-through common shares ("FT Shares") led by Mackie Research Capital Corporation, has been increased by $600,000 to gross proceeds of up to $2,800,000 comprised of 2,445,600 Shares and 1,280,094 FT Shares at a price of $0.70 per Share and at $0.85 per FT Share, subject to TSX Venture approval.

As previously disclosed, Antler has agreed to grant the Agents an option (the "Over-Allotment Option"), to purchase, in whole or in part, up to an additional 15% of such number of Shares and FT Shares sold by the Agents, excluding any Shares and FT Shares sold to certain excluded purchasers (the "Excluded Shares"), to cover over-allotments, if any. The Over-Allotment Option is exercisable, in whole or in part by the Agents at any time up to 48 hours prior to the closing date of the Financing.  

As compensation for its services, the Agents will receive a cash commission equal to (a) 7% of the gross proceeds of the Financing other than proceeds from the sale of the Excluded Shares and (b) 2% of the gross proceeds from the sale of the Excluded Shares. The Agents will also receive non-tranferable compensation options which will entitle them to acquire such number of common shares as is equal to 5% of the number of Shares and FT Shares sold under the Financing other than the Excluded Shares at a price of $0.70 per common share. These options will be exercisable for a period of 18 months from the closing of the Financing. 

Antler intends to use the net proceeds of the Financing to continue exploration on its Wilding Lake Gold project in Central Newfoundland and for working capital purposes. The proceeds of the FT Shares are to qualify for the Canadian Exploration Expense and will be renounced to subscribers of such shares no later than December 31, 2017.

The financing is subject to the TSX Venture approval and all securities issued pursuant to the Financing will be subject to a four-month statutory hold period from the date of issue.

Cautionary Statements

This press release may contain forward-looking information, such as statements regarding the planned Financing, completition of the transaction and future plans of the Company. This information is based on current expectations and assumptions (including assumptions relating to general economic and market conditions) that are subject to significant risks and uncertainties that are difficult to predict, including risks relating to the ability to satisfy the conditions to complete the Financing. Actual results may differ materially from results suggested in any forward-looking information. Antler does not assume any obligation to update forward-looking information in this release, or to update the reasons why actual results could differ from those reflected in the forward-looking information unless and until required by securities laws applicable to Antler. Additional information identifying risks and uncertainties is contained in the filings made by Antler with Canadian securities regulators, which filings are available at www.sedar.com.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE Antler Gold Inc.