Golden Predator Completes $9.3 Million Private Placement

Not for distribution into the United States or to U.S. newswire services

VANCOUVER, British Columbia, July 25, 2019 (GLOBE NEWSWIRE) — Golden Predator Mining Corp. (TSX.V:GPY, OTCQX:NTGSF) (the “Company”) is pleased to announce that it has completed its previously announced private placement and issued 11,600,000 charity flow-through Class A common shares at a price of $0.45 per share, 7,000,000 traditional flow-through Class A common shares at a price of $0.38 per share, and 4,500,000 non-flow-through Class A common shares at a price of $0.32 per share for aggregate gross proceeds of $9.32 million. 

The Company engaged Canaccord Genuity Corp., Clarus Securities Inc. and Power One Capital Markets Limited as financial advisors in connection with the private placement.  The Company paid an aggregate of $492,452 in finder’s fees and issued 52,632 Class A common shares and 427,140 warrants to finders.  102,840 of these finder’s warrants are exercisable into one Class A common share at an exercise price of $0.38 per share and 324,300 of these finder’s warrants are exercisable into one Class A common share at an exercise price of $0.32 per share, all of which may be exercised for a period of two years from the date of issuance.

The proceeds of the private placement will be applied to the Company’s Brewery Creek and 3 Aces projects and general working capital.  The securities issued under the private placement are subject to a statutory hold period expiring on November 25, 2019.

Eric Sprott acquired 5,000,000 non-flow-through Class A common shares sold through the offering and increased his total ownership to 13 million Class A common shares of the Company. William Sheriff, Executive Chairman and a director of the Company, participated in the private placement and purchased 7,895 traditional flow-through Class A common shares and 133,750 non-flow-through Class A common shares of the Company.  The participation by Mr. Sheriff is considered to be a “related party transaction” as defined under TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on the exemptions from the formal valuation and minority approval requirements contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101, on the basis that the fair market value of the transaction does not exceed 25% of the Company’s market capitalization.

The material change report to be filed in connection with the offering will be filed less than 21 days prior to the closing of the private placement. The shorter period was necessary in order to permit the Company to close the private placement in a timeframe consistent with usual market practice for transactions of this nature.

Golden Predator Mining Corp.

Golden Predator is advancing the past-producing Brewery Creek Gold Mine towards a timely resumption of mining activities, under its valid Quartz Mining and Water Licenses, in Canada’s Yukon. With established resources grading more than 1.0 g/t Gold and low capex to production in a safe first world jurisdiction, the turnkey Brewery Creek Mine has a clear path to production as an economically and environmentally proven project. Optimization studies are progressing to enhance the already positive multi-phase project economics described in the 2014 Preliminary Economic Assessment(1). Drilling continues to expand the numerous open ended resources and untested targets across the 186 km2 brownfield property. At 3 Aces, Golden Predator continues to expand on discoveries of native gold in  quartz veins while ongoing bulk sampling and processing at our 50 tpd Company-owned processing plant has demonstrated gold recoveries of over 85% using a chemical-free process. This green gold provides the gold for the mintage of .9999 gold coins from the Yukon Mint™, a wholly-owned subsidiary of Golden Predator.

For additional information:                                                                                     
Janet Lee-Sheriff
Chief Executive Officer
(604) 260-8435
[email protected]

1. NI 43-101 Technical Report on Preliminary Economic Assessment for the Brewery Creek Property, Yukon Territory, Canada, Tetra-Tech EBA dated November 19, 2014 (filed on SEDAR).

The securities referenced in this news release have not and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

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.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. This press release contains forward-looking information that involve various risks and uncertainties regarding future events. Such forward-looking information can include without limitation statements express or implied regarding the use of proceeds from the offering. Actual results and future events could differ materially from those anticipated in such information. These and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Except as required by law, the Company assumes no obligation to update forward-looking information should circumstances or management’s estimates or opinions change.

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