Raisebook

One of the Largest Undeveloped Gold Projects in Europe
Black Dragon Gold Corporation
Black Dragon Gold Corporation
Unlisted

Black Dragon Gold Corp. (TSX- V:BDG, FWB:BCD) (the Company) is embarking on a proposed listing on the ASX, and is inviting investors to participate.

The re-launch of this Company is under a new executive team, with the objective to further explore and ultimately develop its 100% owned Salave Gold Project (Project) in the Asturias region of Spain to create value for shareholders.

The Project is technically robust, situated in a highly prospective region, and widely recognised as one of the largest undeveloped gold projects in Europe.

Raise Amount
$6,000,000
Offer Price
$0.2000
Closes
Jul 25, 2018

At present, the Salave Gold Project contains a combined Measured, Indicated and Inferred JORC Mineral Resource of over 1 million ounces of gold, of which 944,000 ounces is categorised as Measured and Indicated (6.52M. tonnes), with a grade of 4.5 grams of gold per tonne of ore.

The Company considers the Mineral Resource has considerable potential to grow along strike and at depth with further drilling.

To this end, drilling at the Project re-commenced in late January 2018. Initial highly encouraging results from the first two drill holes completed were announced by the Company on 5 April 2018, and the remainder of the assay results is expected to be available in the third quarter of calendar year 2018.

Following receipt of all new drilling information and assay results, the Company expects that it will be in a position to update the JORC Mineral Resource estimate in the second half of calendar year 2018. Shortly thereafter, the Company plans to deliver the results from an updated Preliminary Economic Assessment.

The Offer

The issuer of the Prospectus is Black Dragon Gold Corp. (ARBN 625 522 250) (Company), a company incorporated in, and registered under the laws of, the Province of British Columbia, Canada, with incorporation number BC0800267.

Hartleys has been appointed as the Lead Manager to the Public Offer.

The purpose of the Public Offer is to raise a minimum of A$4,000,000, and a maximum of A$6,000,000 (in each case, before costs and the exercise of Free Attaching Options), by the issue of CHESS Depositary Interests (CDIs) over fully paid ordinary shares in the capital of the Company (Shares).

A minimum of 20,000,000 CDIs and 10,000,000 Free Attaching Options and a maximum of 30,000,000 CDIs and 15,000,000 Free Attaching Options will be issued, at an issue price of A$0.20 per CDI.

The CDIs will be issued at a ratio of 1 CDI for 1 Share.

Raisebook is accepting bids on behalf of the Company of between $2,000 and $5,000 per entity.

This offer will close by 5pm AWST today, 24th July.

The offer of the securities are made in, or accompanied by, a copy of the disclosure document which can be obtained by clicking on the "ACCESS DISCLOSURE DOCUMENT" button on this page.

Anyone who wants to acquire the securities will need to complete the application form that will be in or will accompany the Disclosure Document.

Before making an investment decision, potential investors should read the Disclosure Documents entirely, and seek professional financial advice.

Potential investors should understand that mineral exploration and development are high-risk undertakings. There can be no assurance that exploration and development of these permits and concessions, or any other permits or concessions that may be acquired in the future, will result in the discovery of further mineral deposits. Even if an apparently viable deposit is identified, such as the Mineral Resource at the Project, there is no guarantee that it can be economically exploited.

The proceeds of the Public Offer are intended to be utilised to enable the Company to understand the extent of the Project’s gold mineralisation and deliver an updated Mineral Resource Estimate and advance permitting of the Project with mine development planning, metallurgical test-work, environmental studies and permitting studies.

Key Offer Statistics

Key Offer Details

Securities offered under the Public Offer CDIs and Free Attaching Options
Ratio of CDIs per Share 1 for 1
Offer Price per CDI A$.20
Key terms of the Free Attaching Options Exercise Price: A$0.33; Expiry Date: 12 months from the date of issue
Ratio of Free Attaching Options per CDI 1 for 2
Number of CDIs available under the Public Offer Min.: 20 million, Max.: 30 million
Number of Free Attaching Options available under the Public Offer Min.: 10 million, Max.: 15 million
Gross Proceeds from the Public Offer Min.: A$4 million, Max.: A$6 million
Number of CDIs available under the Lead Manager Offer 333,333
Number of CDIs available under the Facilitator Offer Min.: 100,000; Max.: 150,000
Number of Options available under the Facilitator Offer Min.: 50,000; Max.: 75,000
Number of Broker Options available 6 million

Capital Structure

Securities on issue immediately prior to Admission:

Shares 80,377,892
Warrants 65,636,353
Options 6,733,331

Securities on issue upon Admission:

Minimum Maximum
Shares/CDIs 100,811,225 110,861,225
Warrants 65,636,353 65,636,353
Options 22,783,331 27,808,331
Indicative Market Capitalisation $20,162,245 $22,172,245
Enterprise Value $16,043,878 $16,183,878

Note: For further details on the Key Offer Statistics, please refer to the Disclosure Document.

What are CDIs?

ASX uses an electronic system called CHESS for the clearance and settlement of trades on ASX.

The Company is incorporated in British Columbia, Canada, and the requirements of British Columbian laws that registered shareholders have the right to receive a stock certificate does not permit the CHESS system of holding uncertificated securities.

Accordingly, to enable companies such as the Company to have their securities cleared and settled electronically through CHESS, depositary instruments called CDIs are issued.

CDIs represent the beneficial interest in the underlying shares in a foreign company such as the Company and are traded in a manner similar to shares of Australian companies listed on ASX.

Each CDI will be equivalent to one Share.

Will the CDIs be quoted on ASX?

The Company applied to ASX within seven days of the date of the Original Prospectus for official quotation of its CDIs on ASX under the ASX Code “BDG”.

Admission is conditional on the ASX approving this application. If approval is not given within three months of the date of the Original Prospectus (or any longer period permitted by law), the Offers will be withdrawn and all Application Monies received will be refunded without interest as soon as practicable in accordance with the requirements of the Corporations Act.

Indicative Timetable

Closing Date for the Offer 24 July 2018, 5PM AWST
Issue of Securities under the Offer 27 July 2018
Expected despatch of holding statements 3 August 2018
Expected commencement of trading on ASX on a normal settlement basis 6 August 2018

Note: The above dates are indicative only and may change without notice.

Overview of the Salave Gold Project

Salave is a technically robust project situated in a highly prospective region and recognised as one of the largest undeveloped gold projects in Europe.

The Project has had some €55 million spent on its development and resource definition.

The Defined Resource

The Salave Gold Project hosts a measured and indicated resource of 6.52 M. tonnes grading 4.51 g/t Au containing 944,000 ounces of gold and inferred resources of 1.08 M. tonnes grading 3.05g/t Au containing 106,000 ounces of gold at a 2.0 g/t au cut-off grade.

Included in the measured and indicated resources is a higher grade body of mineralisation defined by a 3.0 g/t Au cut off totalling 3.60 M. tonnes grading 6.19 g/t Au containing 716,000 ounces of gold, that is potentially amenable to underground mining.

Measured:

Tonnes 514,000
g/T Au 5.87
oz. Au 97,000

Indicated:

Tonnes 6,008,000
g/T Au 4.39
oz. Au 847,000

Inferred:

Tonnes 1,078,000
g/T Au 3.05
oz. Au 106,000

Measured + Indicated + Inferred

Tonnes 7,600,000
g/T Au 4.34
oz. Au 1,050,000

The Project is comprised of five, 30 year-term mining concessions (renewable up to 90 years) over the resource area. The Company also holds an investigative permit adjacent to the Concessions.

The nearest village is Tapia de Casariego about 2km west of the Salave Gold Project. Orvana Minerals Corp. operates the El Valle gold mine, some 100km east of Tapia de Casariego.

Collectively, the Concessions and the Investigative Permit cover an area of 3,426.97 hectares. Within the Concession boundaries, the Company owns 109,753 m2 of freehold land over the surface mineralisation.

A prominent geophysical anomaly coincident with favourable geology, alteration and mineralisation defines a significant gold target that prompted intense drilling campaigns by major gold companies resulting in some 69,000 metres of drilling plus extensive social, environmental and engineering studies and testwork.

Infrastructure

There is existing infrastructure and resources in and around the Project, making this location ideal, including:

  • local towns have capacity to supply services and skilled workers;
  • sealed road access to the site for staff and equipment;
  • the capital city of the province, Oviedo is nearby and has an airport;
  • there is a power supply within 2 kilometres of the Project; and
  • there are two ports in close proximity for the export of concentrate.

Considerable Upside to Be Explored

The Mineral Resource is part of a larger permitted area covering 109,753m2. The Company considers the Mineral Resource has considerable potential to grow along strike and at depth with further drilling.

Following listing on the ASX, the Company plans to submit plans for a larger exploration drill programme to better understand the extent of the Project’s gold mineralisation.

This deal closed on July 25, 2018