Vancouver, British Columbia–(Newsfile Corp. – August 15, 2023) – Thesis Gold Inc. (TSXV: TAU) (WKN: A2QQ0Y) (OTCQX: THSGF) (“Thesis” or the “Company“) is pleased to announce that the Company will be changing its name from Thesis Gold Inc. to “Thesis Gold (Holdings) Inc.” (the “Name Change“) in connection with the proposed plan of arrangement (the “Plan of Arrangement“) with Benchmark Metals Inc. as further described in the Company’s news releases dated June 5, 2023, and information circular dated July 6, 2023, which can be found under the Company’s profile on SEDAR+.
The Company received approval of the Plan of Arrangement from securityholders on August 9, 2023 and received approval of the Name Change from its board of directors on July 11, 2023. The Company received conditional approval by the TSX Venture Exchange (the “TSXV“) for the Name Change on August 15, 2023.
The Company will be halted from trading effective after close of trading on Wednesday, August 16, 2023. Effective at market open on Thursday, August 17, 2023, the Company’s common shares will be listed under the new name on the TSXV under the symbol “TAU” and will be assigned the new CUSIP and ISIN numbers 883931107 and CA8839311070, respectively. The Company’s common shares are not expected to recommence trading before completion of the Plan of Arrangement. For complete details of the Plan of Arrangement, interested persons are directed to Thesis’ Information Circular filed on SEDAR+ (www.sedarplus.ca) on July 13, 2023 by Thesis under its company profile.
About the Company
Thesis is a Vancouver-based mineral exploration company focused on proving and developing the resource potential of the 180km2 Ranch Gold Project located in the prolific Toodoggone Mining Camp of northern British Columbia, approximately 300 km north of Smithers, British Columbia.
Further details are available on Thesis’ website at: https://www.thesisgold.com/.
For further information or investor relations inquiries, please contact:
Vice President Corporate Development
Toll Free: 1-888-221-0915
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release. No securities regulatory authority has either approved or disapproved of the contents of this news release.
None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.
Cautionary Statement Regarding Forward-Looking Information
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. These forward-looking statements or information may relate to the Arrangement, including statements with respect to the expected timing for closing of the Arrangement and completion of the consolidation.
Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Although Thesis has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Other factors which could materially affect such forward-looking information are described in the risk factors in Thesis’ most recent annual management’s discussion and analyses, and in Thesis’ management information circular dated July 6, 2023, which have been filed with the Canadian securities regulators and are available on the Company’s profile on SEDAR+ at www.sedarplus.ca. Thesis does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
Such statements represent the current views of Thesis with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by Thesis, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: treatment of the Arrangement under applicable competition laws and the Investment Canada Act; delays or risks associated with Thesis obtaining final court approval for the Arrangement; regulatory determinations and delays; any impacts of COVID-19 on the business of the Company; stock market conditions generally; demand, supply and pricing for gold and silver; and general economic and political conditions in Canada and other jurisdictions where the Company conducts business.