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Resource Capital Gold Announces Settlement Of USD $8 Million Indebtedness, Credit Financing For USD $5.5 Million And Amendments To The 1.0% NSR Royalty In Relation To The Dufferin Project

December 11, 2017 Download PDF

Vancouver, BC – December 11, 2017 – Resource Capital Gold Corp., TSXV:RCG (“RCG” or the “Company”), is pleased to announce that it has completed a USD $5,500,000 senior secured loan facility (the “Credit Facility”), provided by Sprott Private Resource Lending (Collector) LP (“Sprott”), pursuant to a credit agreement entered into among RCG, Sprott and RCG’s subsidiaries, Maritime Gold Corp., Maritime Dufferin Gold Corp. and Flex Mining & Exploration Limited, as guarantors.

The Credit Facility is subject to a 2% additional pre-paid interest amount payable on or before the earlier of January 31, 2018 and the closing of an equity financing by RCG, and will bear interest at a rate equal to 9.00% plus the greater of (i) US Dollar 12 month LIBOR, and (ii) 1.00% per annum, payable monthly, and will mature on December 8, 2020. Principal repayments commence in December 2018, with equal monthly instalments thereafter. RCG proposes to service and repay the Credit Facility through proceeds from production of the Dufferin gold mine (the “Project”).

RCG has used the proceeds of the Credit Facility to pay USD $5,625,000 in full and final satisfaction of its Promissory Note to LRC-RA LP (face value USD $8,000,000), which RCG incurred when it acquired the Project in October 2016.

In connection with the Credit Facility, RCG has granted security over substantially all of its assets in favour of Sprott, and has granted 16,000,000 common share purchase warrants, all exercisable in whole or in part for a term of three years at an exercise price equal to CAD $0.125 per common share of the Company.

Amended NSR Interest

Further, RCG has entered into an amended and restated net smelter return royalty agreement with LRC, pursuant to which the NSR interest granted to LRC is now secured and will become payable on any gold mined and shipped from the Project beginning, January 1, 2018, whether in commercial production or any other mining activity.

On behalf of the Board of Directors of Resource Capital Gold Corp.

George S. Young


For further Information please contact:

George S. Young at (604) 642 6114

Resource Capital Gold Corp.
Vancouver Park Place
666 Burrard Street, Suite 500
Vancouver V6C 3P6
BC Canada
P +1 604 642 6114
E info@rcgcorp.ca

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

Forward-Looking Information

This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) within the meaning of applicable securities laws. Forward-looking information is generally identifiable by use of the words “believes,” “may,” “plans,” “will,” “anticipates,” “intends,” “could”, “estimates”, “expects”, “forecasts”, “projects” and similar expressions, and the negative of such expressions.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including, without limitation, risks as a result of the Company having a limited operating history, uncertainty as to the ability to achieve the results described in any economic assessment on the Company’s projects, including the preliminary economic assessment on the Project as such economic assessment is preliminary in nature and may have a wide variance from actual results, risks from making a production decision without any feasibility study completed on the Company’s properties, uncertainty regarding the inclusion of inferred mineral resources in the mineral resource estimate which are too speculative geologically to have the economic considerations applicable to them that would allow them to be classified as mineral reserves, uncertainty regarding the ability to convert any part of the mineral resource into mineral reserves, uncertainty involving resource estimates and the ability to extract those resources economically, or at all, uncertainty involving drilling programs and the Company’s ability to expand and upgrade existing resource estimates, any applicable regulatory processes and actions, risks applicable to mining operations generally, and risk as a result of the Company being subject to certain covenants with respect to its activities by creditors, as well as other risks.

Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and perception of trends, current conditions and expected developments, and other factors that management believes are relevant and reasonable in the circumstances at the date such statements are made. Although the Company 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. 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 information. Accordingly, readers should not place undue reliance on forward-looking information.

All forward-looking information herein is qualified in its entirety by this cautionary statement, and the Company disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.

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